This Deed of Covenant and Guarantee should be used where you are the Sellers of a business and the Buyer/s will after completion have outstanding obligations, in particular where there is an outstanding obligation to pay the Purchase Price by instalments or to pay some other moneys. This Deed of Covenant and Guarantee assumes that the Directors of the Buyer have agreed to guarantee to you the Sellers the obligations of the Buyer/s.

This Deed of Covenant and Guarantee assumes multiple Buyers, multiple Directors and multiple Sellers however it has been drafted to accommodate a single Buyer, single Director and/or single Seller. It provides that no Director is liable to the Sellers for a Buyer of which it is not a director.

This Deed of Covenant and Guarantee includes the following provisions:

1. Definitions And Interpretation;
2. Covenant To Pay Instalments;
3. Guarantee And Indemnity by Directors;
4. Assets And Liabilities Statements;
5. Demand On Directors;
6. Guarantee Not Affected By Various Matters;
7. Directors' Warranties And Declarations;
8. Trust Provisions;
9. Demands And Notices;
10. Execution Under Power Of Attorney;
11. Signing By The Sellers;
12. Only Written Matters Bind The Sellers;
13. Governing Law;
14. Independent Legal Advice;
15. Joint And Several Liability;
SCHEDULE.