Guarantee And Indemnity Agreement Template for Indonesia

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Key Requirements PROMPT example:

Guarantee And Indemnity Agreement

"I need a Guarantee and Indemnity Agreement under Indonesian law for PT Indo Mining Corporation to guarantee a USD 5 million loan facility to its subsidiary PT Indo Mining Operations, with the guarantee to become effective from March 1, 2025."

Document background
The Guarantee and Indemnity Agreement is a crucial security document in Indonesian business transactions, commonly used when additional security is required for financial obligations or commercial arrangements. This document is particularly important in the context of Indonesian banking and finance transactions, where it serves as a key credit support instrument. The agreement combines both guarantee and indemnity obligations, providing the beneficiary with multiple routes to enforce their rights under Indonesian law. It is typically used in conjunction with facility agreements, loan documents, or other primary obligations, and must comply with specific requirements under the Indonesian Civil Code and relevant banking regulations. The document includes detailed provisions on the scope of the guarantee, enforcement mechanisms, and the guarantor's obligations, while ensuring compliance with Indonesian regulatory requirements regarding guarantees and security arrangements.
Suggested Sections

1. Parties: Identifies the guarantor, the beneficiary (creditor), and the principal debtor

2. Background: Sets out the context of the underlying transaction and the purpose of the guarantee

3. Definitions: Defines key terms used throughout the agreement

4. Guarantee: Core provision establishing the guarantee obligations and their scope

5. Indemnity: Establishes the indemnity obligations separate from the guarantee

6. Nature of Guarantee: Specifies that the guarantee is continuing, unconditional and irrevocable

7. Preservation of Rights: Establishes that the beneficiary's rights are preserved despite various circumstances

8. Representations and Warranties: Guarantor's confirmations about their capacity and authority to enter into the guarantee

9. Payments: Details how and when payments must be made, including provisions for taxes and deductions

10. Costs and Expenses: Allocation of costs related to the preparation and enforcement of the guarantee

11. Duration and Release: Specifies when the guarantee terminates and conditions for release

12. Notices: Formal requirements for communications between parties

13. Governing Law and Jurisdiction: Confirms Indonesian law as governing law and specifies jurisdiction for disputes

14. Language: Specifies that the agreement is in Indonesian and English versions (if dual language)

Optional Sections

1. Security: Include when the guarantee is supported by specific security arrangements

2. Currency Indemnity: Include when guaranteed obligations are in foreign currency

3. Joint and Several Liability: Include when there are multiple guarantors

4. Corporate Guarantor Provisions: Include specific provisions when guarantor is a corporation

5. Financial Covenants: Include when guarantor must maintain specific financial metrics

6. Tax Gross-Up: Include detailed tax provisions when cross-border elements exist

7. Power of Attorney: Include when specific powers need to be granted to the beneficiary under Indonesian law

8. Bank Account Provisions: Include when specific banking arrangements are part of the guarantee mechanism

Suggested Schedules

1. Schedule 1 - Guaranteed Obligations: Detailed description of the underlying obligations being guaranteed

2. Schedule 2 - Form of Demand: Standard form for making demands under the guarantee

3. Schedule 3 - Conditions Precedent: List of documents and conditions required before guarantee becomes effective

4. Schedule 4 - Security Documents: List and copies of any security documents (if applicable)

5. Schedule 5 - Corporate Authorizations: Copies of relevant corporate approvals and authorizations

6. Appendix A - Power of Attorney: Form of power of attorney if required under Indonesian law

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries

Banking

Financial Services

Real Estate

Construction

Manufacturing

Infrastructure

Energy

Mining

Telecommunications

Retail

Agriculture

Transportation

Healthcare

Technology

Relevant Teams

Legal

Finance

Treasury

Credit Risk

Compliance

Corporate Secretariat

Risk Management

Banking Operations

Commercial Operations

Documentation

Relevant Roles

Chief Financial Officer

Finance Director

Legal Director

Corporate Lawyer

Finance Manager

Credit Risk Manager

Treasury Manager

Commercial Director

Banking Relationship Manager

Compliance Officer

Corporate Secretary

Risk Manager

Legal Counsel

Transaction Manager

Security Documentation Officer

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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