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Joint Guarantee Agreement
"I need a Joint Guarantee Agreement under Canadian law for three family members jointly guaranteeing a CAD 2.5 million business loan to our family-owned restaurant chain, with the guarantee to become effective from March 1, 2025."
1. Parties: Identifies the guarantors, the creditor, and the principal debtor
2. Background: Explains the context of the guarantee, including reference to the primary obligation being guaranteed
3. Definitions and Interpretation: Defines key terms and establishes interpretation principles
4. Guarantee and Indemnity: Core guarantee obligations and indemnification provisions
5. Joint and Several Liability: Establishes that guarantors are both jointly and severally liable for the guaranteed obligations
6. Nature and Extent of Obligations: Details the scope of guaranteed obligations and any limitations
7. Continuing Security: Establishes the guarantee as a continuing security until full discharge
8. Preservation of Rights: Creditor's rights preservation and ability to enforce against any guarantor
9. Representations and Warranties: Guarantors' representations regarding capacity and authority
10. Payments and Interest: Terms for payments, including interest on overdue amounts
11. Discharge and Release: Conditions for discharge of guarantors' obligations
12. Enforcement: Creditor's enforcement rights and procedures
13. General Provisions: Standard boilerplate including notices, amendments, governing law
1. Security: Include when guarantee is secured by specific assets or property
2. Guarantee Limitations: Include when guarantors' liability is subject to specific caps or limitations
3. Additional Guarantor Provisions: Include when mechanism for adding future guarantors is required
4. Subordination: Include when guarantors' rights need to be subordinated to other creditors
5. Cross-Guarantee Provisions: Include when guarantors are also providing guarantees to other creditors
6. Currency Provisions: Include for cross-border guarantees involving multiple currencies
7. Tax Gross-Up: Include when payments may be subject to withholding tax
8. Financial Covenants: Include when guarantors must maintain specific financial metrics
9. Information Covenants: Include when guarantors must provide ongoing financial information
10. Power of Attorney: Include when creditor requires power to execute documents on guarantors' behalf
1. Schedule 1 - Guaranteed Obligations: Detailed description of the obligations being guaranteed
2. Schedule 2 - Guarantor Information: Details of each guarantor including addresses and notice information
3. Schedule 3 - Form of Guarantor Accession Deed: Standard form for adding new guarantors if applicable
4. Schedule 4 - Conditions Precedent: List of documents and conditions required before guarantee becomes effective
5. Schedule 5 - Security Details: Description of any security provided in support of the guarantee
6. Schedule 6 - Payment Instructions: Bank account and payment details for the creditor
7. Appendix A - Guarantee Limitation Calculations: Formula and calculations for any guarantee limitations
8. Appendix B - Compliance Certificate: Form of certificate for confirming compliance with guarantee terms
Authors
Banking and Financial Services
Real Estate
Commercial Lending
Construction
Manufacturing
Retail
Healthcare
Technology
Infrastructure
Professional Services
Legal
Finance
Risk Management
Credit
Treasury
Compliance
Commercial Banking
Corporate Banking
Business Development
Account Management
Chief Financial Officer
Finance Director
Credit Manager
Risk Manager
Commercial Lending Officer
Legal Counsel
Corporate Lawyer
Treasury Manager
Financial Controller
Commercial Director
Compliance Officer
Business Development Manager
Account Manager
Relationship Manager
Security Trustee
Loan Officer
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