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Continuing Guarantee Agreement
"I need a Continuing Guarantee Agreement under Australian law for my manufacturing company to guarantee a $5 million business loan to our subsidiary company, with the guarantee to be secured against our commercial property and limited to a maximum liability of $6 million including interest and costs."
1. Parties: Identifies the guarantor(s), the creditor, and the principal debtor
2. Background: Explains the context of the guarantee, including the underlying debt or obligation being guaranteed
3. Definitions and Interpretation: Defines key terms and establishes interpretation principles
4. Guarantee and Indemnity: Core provisions setting out the guarantee obligations and indemnity
5. Extent of Guarantee: Defines the scope of guaranteed obligations and any limitations
6. Continuing Security: Establishes the continuing nature of the guarantee
7. Guarantor's Obligations: Details specific obligations, including payment, performance, and compliance requirements
8. Representations and Warranties: Guarantor's confirmations about their capacity and authority
9. Protection of Rights: Creditor's rights preservation and enforcement provisions
10. Payments: Payment terms, methods, and currency requirements
11. Costs and Expenses: Allocation of costs related to the guarantee
12. Notices: Communication requirements and contact details
13. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and severability
14. Execution: Formal signing requirements and attestation
1. Security Provisions: Include when the guarantee is secured against specific assets
2. Multiple Guarantors: Required when there is more than one guarantor, addressing joint and several liability
3. Priority Arrangements: Include when there are multiple creditors or security interests
4. Limit of Liability: Include when the guarantee is capped at a specific amount
5. Special Conditions: For any unique requirements or circumstances specific to the transaction
6. Financial Covenants: Include when ongoing financial requirements are imposed on the guarantor
7. Power of Attorney: Include when the creditor requires power to act on behalf of the guarantor
8. Independent Legal Advice: Required when there's a need to confirm the guarantor has received independent advice
1. Schedule 1 - Guaranteed Obligations: Detailed description of the obligations being guaranteed
2. Schedule 2 - Security Details: Details of any security provided under the guarantee
3. Schedule 3 - Guarantor Information: Detailed information about the guarantor(s) including contact details
4. Schedule 4 - Underlying Agreements: List and details of the principal agreements being guaranteed
5. Appendix A - Form of Demand: Standard form for making demands under the guarantee
6. Appendix B - Legal Advice Certificate: Template certificate for independent legal advice confirmation
7. Appendix C - Compliance Certificate: Template for periodic compliance certification if required
Authors
Banking & Financial Services
Commercial Real Estate
Construction
Manufacturing
Retail
Wholesale Trade
Professional Services
Agriculture
Mining
Transport & Logistics
Healthcare
Education
Legal
Finance
Risk Management
Treasury
Compliance
Credit Administration
Commercial Operations
Corporate Secretariat
Business Development
Contract Management
Chief Financial Officer
Finance Director
Credit Manager
Risk Manager
Commercial Director
Legal Counsel
Corporate Lawyer
Compliance Officer
Treasury Manager
Financial Controller
Company Secretary
Business Development Manager
Relationship Manager
Credit Analyst
Contract Administrator
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