SURETYSHIP AGREEMENT SAMPLE : Malaysia

North-South Expressway Company ("Debtor") AND : the government ("Surety"), jointly and severally bind themselves to pay $ 1.8 billion amount to the lending bank ("Creditor") due under contract total length of 512km highway whether in seven years to be completed on schedule.

Describe contract:

1. The condition of this obligation is such, that if above bonded Debtor perform the covenants, conditions and agreements in said contract, then this obligation shall become null and void, otherwise it shall be and remain in full force.

2. Neither the Contract nor this Agreement shall be assigned, changed or modified without the written consent of Surety.

3. Surety is responsible to pay amount due under Contract including loss, damages and interests not exceeding

above-mentioned amount.

4. Payments due under this Agreement shall be paid upon written notice of Creditor supported by evidence of Debtors default.

5. The Surety shall pay amount due no later than 30 days after the giving notice of default.

6. The Creditor shall exercise normal prudent business practices and shall apply reasonable efforts to mitigate possible losses under the Contract. Surety\'s obligations shall be released and void upon the failure of Creditor to properly perfect its security interests in collateral and to maintain the validity of security interest in the collateral.

7. Upon and to the extent the Surety has made payment under this Agreement, Surety shall be subrogated to all of the Creditor\'s rights against the Debtor and collateral and any

other person liable to Creditor as a result of the default by Debtor.

The execution by the Creditor of a release or waiver of the right to collect liabilities shall equally release the Surety from any further obligation under this Agreement.

8. The Creditor shall upon and to the extent of payment execute all documents required to assign the Contract rights and collateral to the Surety.

9. This surety agreement shall be construed and enforced under the laws of

Lithuanian Republic.

Other municipal charges which can become a lien against the mortg aged premises can be paid by Lender when due. This provision shall be effective only in the event that a fund for the same purpose is not r equired to be established by the holder of a senior mortgage. In the e vent that Borrower fails to carry out the covenants and agreements se t forth herein, the Lender may do and pay for whatever is necessary t o protect the value of and the Lenders rights in the mortgaged proper ty and any amounts so

paid shall be added to the Principal Sum due the Lender hereunder.

4. As additional security hereunder, Borrower hereby assigns to Len der,

Borrowers rents of the mortgaged property, and upon default the sa me may be collected without the necessity of making entry upon the mortgaged premises.