GUARANTY AGREEMENT
Republic of the Philippines — Private credit support · Template v0.2.0
This Guaranty Agreement (the "Agreement") is made on September 5, 2026 at Makati City, Philippines, by and among:
Bayanihan Lending Corporation, a juridical entity represented by Andrea M. Reyes, President, with address at 18/F One Ayala Tower, Ayala Avenue, Makati City 1226 (the "Creditor");
Juan Miguel Santos, of legal age, with address at Unit 8B, Sampaguita Residences, Quezon City 1100 (the "Debtor"); and
Maria Cristina Dela Cruz, of legal age, married to Roberto Dela Cruz, with address at 45 Mabini Street, Lipa City, Batangas 4217 (the "Guarantor").
Recitals
The Debtor owes the Creditor a principal obligation of Two Hundred Fifty Thousand Pesos (PHP 250,000.00) arising from a loan or promissory note, identified as Promissory Note No. BLC-2026-0142 dated September 1, 2026 (the "Underlying Obligation"). A term loan for working capital, payable in twelve monthly installments beginning on 1 October 2026, evidenced by Promissory Note No. BLC-2026-0142.
The Underlying Obligation provides the following interest, penalty, or charges: Interest at 1.5% per month on the diminishing balance as stated in the promissory note.
The final due date of the Underlying Obligation is September 1, 2027.
The Guarantor has agreed to answer for the Underlying Obligation on the terms of this Agreement.
1. Nature of the Guarantor's liability
This is a contract of guaranty under Article 2047 of the Civil Code. The Guarantor's liability is secondary: the Guarantor undertakes to fulfil the Underlying Obligation only if the Debtor fails to do so, within the limits of this Agreement.
The Guarantor keeps the benefit of excussion under Article 2058. To use it, the Guarantor must raise it when the Creditor demands payment and point out available property of the Debtor within Philippine territory that is enough to cover the debt (Article 2060).
2. Scope and Maximum Liability
This Agreement covers the unpaid principal together with the interest, penalties, and charges that the Underlying Obligation validly provides, and judicial costs incurred only after the Guarantor has been judicially required to pay (Article 2055).
In no event shall the Guarantor be required to pay more than Three Hundred Thousand Pesos (PHP 300,000.00) in total (the "Maximum Liability"). The Guarantor cannot be bound for more than the Debtor owes or on harsher conditions than the Debtor's (Article 2054).
Only demands made on or before March 1, 2028 are covered by this Agreement.
3. Validity of the Underlying Obligation
The Creditor states that the Underlying Obligation is lawful and valid. A guaranty cannot exist without a valid principal obligation (Article 2052), and the Guarantor may raise against the Creditor every defense that belongs to the Debtor and is inherent in the debt, but not defenses that are purely personal to the Debtor (Article 2081).
4. Default, notice, demand, and payment
The Creditor shall notify the Guarantor in writing within 15 days after the Debtor defaults, stating the amount unpaid and enclosing a statement of account. A late notice does not by itself release the Guarantor, but the Guarantor's liability is reduced by any loss the delay causes the Guarantor.
After a written demand that complies with this Agreement, the Guarantor shall pay the amount demanded, up to the Maximum Liability, within 15 days.
A payment by the Guarantor that is late bears interest at 6% per year on the overdue amount from the day after the payment deadline until paid. This is not an authority for an unconscionable rate, and a court may reduce an iniquitous interest or penalty.
5. Extensions and changes to the Underlying Obligation
The Creditor shall not extend the time for payment, renew, increase, or otherwise change the Underlying Obligation without the Guarantor's written consent. An extension granted to the Debtor without the Guarantor's consent extinguishes the guaranty (Article 2079). The Creditor's mere failure to demand payment after the debt falls due is not by itself an extension.
6. Recourse against the Debtor
A Guarantor who pays is subrogated to all the rights the Creditor had against the Debtor (Article 2067) and is entitled to be indemnified by the Debtor for the total amount paid, legal interest from the time payment was made known to the Debtor, expenses incurred after notifying the Debtor that payment had been demanded, and damages if due (Article 2066). On payment, the Creditor shall deliver to the Guarantor the documents and securities relating to the amount paid.
The Debtor knows of and consents to this Agreement.
By signing the conformity below, the Debtor promises to reimburse and indemnify the Guarantor for every amount the Guarantor pays under this Agreement, with the interest, expenses, and damages described above.