Personal Guarantee to: Standard Building Supplies Ltd. ("Standard")
IN CONSIDERATION of Standard extending credit to and dealing with the Customer.
Herein referred to as the Customer, the undersigned hereby jointly and severally guarantee(s) payment to Standard of all present and future debts and liabilities direct or indirect or otherwise and including interest and interest on arrears on all overdue accounts, at the rate of two (2%) percent per month calculated and compounded monthly being 26.82% (percent) per annum, together with solicitor/client costs of collecting all overdue accounts, now or at any time and from time to time hereafter due and owing to Standard from or by the Customer and whether incurred by the Customer alone or jointly with any other corporation, person or persons or otherwise howsoever.
IT IS AGREED that no changes in the name, objects, capital stock or constitution of the customer, shall in any way effect the liability of the undersigned or any of them, either with respect to transactions occurring before or after or after any such change. The price for goods, materials, services or credits, in fact obtained from Standard in professed exercise of such powers shall be deemed to form part of the debts and liabilities hereby guaranteed notwithstanding that such obtaining of goods, materials, services or credits shall be in excess of the powers of the Customer or of its directors or other agents aforesaid, or be in any way irregular, defective or informal.
IT IS FURTHER AGREED that all goods, materials, services and credit supplied or delivered by Standard to the customer, its agent, or other representative or obtained from Standard from the Customer, its agent, employee or other representative shall be deemed to be good and proper quality for whatever purpose the same might be obtained, delivered or supplied.
AND IT IS FURTHER AGREED that this shall be a continuing guarantee and shall cover and secure any ultimate balance owing to Standard, but Standard shall not be obliged to exhaust its recourse against the Customer or other persons or the securities they hold before being entitled to payment from the undersigned of all and every of the debts and liabilities hereby guaranteed: Provided always that the undersigned, or any one or more of them (if more than one) or the respective executors, administrators or legal representatives of any of the undersigned may determine his or their future liability under this continuing guarantee by one hundred and twenty (120) days notice in writing to be given to Standard, and the liability hereunder of the undersigned and each of them (if more than one) and his or their respective executors, administrators and legal representatives shall continue until the expiration of one hundred and twenty (120) days after the giving of such notice, notwithstanding the death or insanity of any of the undersigned, and after the expiry of such notice the undersigned and each of them and his or their respective executors, administrators and legal representatives shall remain liable under this guarantee in respect of any sum or sums of money owing to Standard as aforesaid on the date such notice expired, and also in respect of any continent or future liabilities incurred by Standard on or before such date but maturing thereafter, but such determination in any manner of further liability of any one or more of the undersigned or of the respective executors, administrators or legal representatives of any of the undersigned shall not prevent the continuance of the liability hereunder of any others or other of the undersigned or of their or his respective executors, administrators or legal representatives. Every record of account issued by the Standard, its agent, employee or other duly authorized representative, purporting to show the amount at any particular time due and payable to Standard, and covered by this guarantee, shall be received as prima facie evidence as against the undersigned and each of them, and his or their respective executors, administrators and legal representatives, that such amount is at such time so due and payable to Standard and is covered hereby.
THIS CONTRACT shall be construed in accordance with the laws of Province of British Columbia and for the purpose of legal proceedings this contract shall be deemed to have been made in the said Province and to be performed there, and the Courts of British Columbia shall have personal jurisdiction over the undersigned and over all disputes which may arise under this contract, provided always that nothing herein contained shall prevent Standard from proceeding at its election against the undersigned in the Courts of any other Province of Country.
ALL DEBTS AND LIABILITIES present and future of the Customer to the undersigned and each of them are hereby postponed to the debts and liabilities of the Customer to Standard and all monies received by any of the undersigned or their or his assigns shall be received as Trustees for Standard and shall be paid over to Standard.
THE UNDERSIGNED and each of them acknowledge that this Guarantee has been delivered free of any conditions and that no representations have been made to the undersigned or any of them affecting the liability of the undersigned or any of them under this guarantee save as may be specifically embodied herein and agrees that this Guarantee is in addition to and not in substitution for any other Guarantees held or which may hereafter be held by Standard.