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The Deed of Guarantee and Indemnity is a crucial security document used in German business and financial transactions where one party (the guarantor) provides security for the obligations of another party (the principal debtor). This document type is commonly used in corporate financing, real estate transactions, and commercial arrangements where additional security is required. The deed must comply with specific requirements under German law, particularly the provisions of the German Civil Code (BGB) regarding guarantees (Bürgschaft) and formal execution requirements. It typically includes both a primary guarantee obligation and a separate indemnity commitment, providing the beneficiary with robust security rights. The document details the scope of guaranteed obligations, enforcement mechanisms, and any limitations on the guarantor's liability, while ensuring compliance with German consumer protection laws where applicable.

1. Parties: Identification of the Guarantor(s), the Beneficiary(ies), and the Principal Debtor

2. Background: Context of the guarantee, reference to the primary obligation being guaranteed, and the commercial purpose

3. Definitions and Interpretation: Definitions of key terms including Guaranteed Obligations, Security Period, and other relevant terms

4. Guarantee and Indemnity: Core provisions setting out the guarantee and indemnity obligations, including the scope and nature of the guarantee

5. Extent of Liability: Details of the maximum amount guaranteed and any limitations on the guarantor's liability

6. Continuing Security: Provisions establishing the guarantee as a continuing security until full discharge

7. Preservation of Rights: Provisions protecting the beneficiary's rights and remedies under the guarantee

8. Payments: Terms governing payment obligations, including currency, timing, and method of payment

9. Representations and Warranties: Guarantor's representations and warranties regarding capacity and authority

10. Enforcement: Circumstances and procedures for enforcing the guarantee

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

12. Notices: Communication procedures between parties

13. Governing Law and Jurisdiction: Confirmation of German law governance and jurisdiction details

14. Execution: Formal execution requirements complying with German deed requirements