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1. Parties: Identifies all parties: Guarantor (Corporate/Bank), Beneficiary, and Principal Debtor
2. Background: Explains the context of the guarantee, underlying transaction, and relationship between parties
3. Definitions: Defines key terms used throughout the document, including Guaranteed Obligations, Guarantee Period, and Default Events
4. Guarantee and Indemnity: Core section detailing the guarantee obligations, scope, and indemnity provisions
5. Extent and Limit of Guarantee: Specifies the maximum liability amount and any limitations on the guarantee
6. Duration and Validity: States the effective period of the guarantee and conditions for extension/termination
7. Demand and Payment: Procedures for making demands under the guarantee and payment obligations
8. Representations and Warranties: Standard declarations by the guarantor regarding capacity and authority
9. Guarantor's Obligations: Detailed obligations including payment, compliance, and maintaining validity
10. Rights of the Beneficiary: Enforcement rights and remedies available to the beneficiary
11. Governing Law and Jurisdiction: Specifies applicable law and courts having jurisdiction
12. Notices: Communication procedures and contact details for all parties
13. Execution: Signature blocks and execution formalities
1. Multiple Guarantors: Required when there are multiple guarantors, defining joint and several liability
2. Currency Provisions: Needed for cross-border guarantees involving foreign currency
3. Assignment and Transfer: Include when rights under the guarantee may need to be transferred
4. Tax Provisions: Required when tax implications need specific addressing
5. Step-In Rights: Optional section for complex project guarantees where guarantor may need to take over
6. Counter Indemnity: Include when the guarantor requires indemnification from the principal debtor
7. Compliance Requirements: Specific section for regulatory compliance if guarantee involves regulated entities
8. Force Majeure: Optional for addressing unforeseen circumstances affecting guarantee obligations
1. Schedule 1 - Form of Demand: Template for making valid demands under the guarantee
2. Schedule 2 - Underlying Agreement: Details or copy of the principal agreement being guaranteed
3. Schedule 3 - Guarantee Amount and Currency: Detailed breakdown of guarantee amounts and any currency calculations
4. Schedule 4 - Corporate Authorizations: Copies of board resolutions and other corporate approvals
5. Schedule 5 - Conditions Precedent: List of conditions to be satisfied before guarantee becomes effective
6. Appendix A - Notice Details: Detailed contact information and notice requirements for all parties
7. Appendix B - Guarantee Terms and Conditions: Detailed terms and conditions governing the guarantee obligations
8. Appendix C - Compliance Certificates: Format for periodic compliance certificates if required
Applicable Law
Banking Day
Beneficiary
Business Day
Claim
Claim Notice
Conditions Precedent
Confidential Information
Corporate Guarantee
Bank Guarantee
Default Event
Default Interest
Default Notice
Demand
Effective Date
Encumbrance
Event of Default
Expiry Date
Financial Indebtedness
Force Majeure Event
Guarantee Amount
Guarantee Obligations
Guarantee Period
Guaranteed Liabilities
Guarantor
Indian GAAP
Insolvency Event
Interest Rate
Material Adverse Effect
Maximum Liability Amount
Notice
Parties
Payment Date
Permitted Security Interest
Principal Debtor
Principal Agreement
Regulatory Approvals
Related Party
Relevant Jurisdiction
Security
Security Documents
Stamp Duty
Subsidiary
Tax
Transaction Documents
Underlying Agreement
Working Day
Payment Terms
Indemnification
Representations and Warranties
Conditions Precedent
Duration and Validity
Demand and Enforcement
Default Events
Remedies
Assignment and Transfer
Confidentiality
Force Majeure
Notices
Governing Law
Jurisdiction
Dispute Resolution
Amendments
Severability
Entire Agreement
Waiver
Costs and Expenses
Termination
Compliance
Authority
Liability Limitations
Counter-Indemnity
Tax Provisions
Currency Provisions
Stamp Duty
Registration Requirements
Further Assurance
Banking and Financial Services
Infrastructure and Construction
Manufacturing
Real Estate Development
Energy and Utilities
Telecommunications
Mining and Resources
International Trade
Project Finance
Government and Public Sector
Corporate Finance
Industrial Development
Legal
Finance
Treasury
Risk Management
Compliance
Corporate Secretarial
Commercial Operations
Credit Control
Business Development
Project Finance
Chief Financial Officer
Legal Counsel
Corporate Finance Manager
Risk Management Officer
Treasury Manager
Project Finance Director
Compliance Officer
Banking Relationship Manager
Credit Risk Manager
Company Secretary
Commercial Director
Contract Manager
Transaction Lawyer
Finance Director
Business Development Manager
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