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1. Parties: Identification of the Lender (Promisee), Borrower (Principal Debtor), and Guarantor
2. Background: Context of the underlying debt obligation and reason for the guarantee
3. Definitions: Key terms used throughout the document including 'Guaranteed Obligations', 'Principal Debt', 'Event of Default'
4. Promise to Pay: Clear statement of the principal debt amount, interest rate, and payment terms
5. Guarantee Provisions: Scope of the guarantee, nature of the guarantor's obligations, and confirmation that it is unconditional and irrevocable
6. Payment Terms: Detailed payment schedule, method of payment, and consequences of late payment
7. Representations and Warranties: Guarantor's declarations regarding their capacity and authority to provide the guarantee
8. Events of Default: Circumstances that trigger immediate payment obligation and enforcement of the guarantee
9. Enforcement: Rights and remedies of the lender upon default, including enforcement procedures
10. Notices: Method and addresses for formal communications between parties
11. Governing Law and Jurisdiction: Confirmation of Dutch law application and jurisdiction for disputes
1. Security Provisions: Include when specific assets are pledged as additional security for the guarantee
2. Multiple Guarantors: Include when there is more than one guarantor, defining joint and several liability
3. Subordination: Include when the guaranteed debt needs to be subordinated to other debts
4. Assignment and Transfer: Include when the parties want to specifically address transferability of the note or guarantee
5. Currency Provisions: Include when payments may be made in multiple currencies
6. Tax Gross-Up: Include when tax implications need to be addressed explicitly
7. Financial Covenants: Include when ongoing financial requirements are imposed on the guarantor
1. Payment Schedule: Detailed breakdown of payment dates, amounts, and interest calculations
2. Security Assets: List and description of any assets provided as security (if applicable)
3. Guarantor's Statement of Assets: Declaration of the guarantor's financial position at the time of executing the guarantee
4. Form of Demand: Template for making formal payment demands under the guarantee
Borrower
Business Day
Default Interest Rate
Event of Default
Guaranteed Obligations
Guarantor
Interest Rate
Lender
Maturity Date
Note
Outstanding Amount
Payment Date
Principal Amount
Principal Debt
Promissory Note
Related Rights
Secured Obligations
Security
Security Period
Taxes
Working Day
Dutch Civil Code
Enforcement Event
Guarantee
Guaranteed Liabilities
Interest Period
Notice
Payment Schedule
Permitted Transfer
Repayment Date
Security Interest
Underlying Agreement
Promise to Pay
Payment Terms
Interest
Prepayment
Guarantee
Nature of Guarantee
Representations and Warranties
Covenants
Events of Default
Enforcement
Demand
Security
Assignment and Transfer
Notices
Amendments
Severability
Waiver
Set-off
Currency
Costs and Expenses
Indemnification
Jurisdiction
Governing Law
Counterparts
Electronic Execution
Further Assurance
Time of Essence
Entire Agreement
Successor and Assigns
Financial Services
Banking
Real Estate
Commercial Lending
Small Business
Corporate Finance
Private Equity
Family Business
Retail
Manufacturing
Professional Services
Legal
Finance
Credit Risk
Commercial Lending
Corporate Banking
Compliance
Treasury
Business Development
Account Management
Risk Management
Chief Financial Officer
Finance Director
Credit Manager
Legal Counsel
Corporate Lawyer
Risk Manager
Business Development Manager
Lending Officer
Account Manager
Financial Controller
Treasury Manager
Credit Analyst
Compliance Officer
Commercial Director
Business Owner
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