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Parent Guarantee Agreement Template for Malaysia

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Key Requirements PROMPT example:

Parent Guarantee Agreement

"I need a Parent Guarantee Agreement for our Malaysian technology company to guarantee a 5-year supply contract worth RM 10 million that our subsidiary is entering into with a major telecommunications provider, with the guarantee to commence from March 2025."

Document background
A Parent Guarantee Agreement is commonly used in Malaysian commercial transactions where a counterparty requires additional security for dealing with a subsidiary company. This document is particularly relevant when the subsidiary lacks sufficient financial strength or track record, and the parent company's support is needed to secure the transaction. The agreement, governed by Malaysian law, typically details the scope of guaranteed obligations, enforcement mechanisms, and the conditions under which the guarantee can be called upon. It's essential in various contexts, from securing loan facilities to supporting performance obligations in commercial contracts. The document must comply with Malaysian legal requirements, including the Contracts Act 1950 and Companies Act 2016, and may need to consider specific sectoral regulations depending on the industry context.
Suggested Sections

1. Parties: Identifies the Guarantor (parent company), the Beneficiary, and the Principal Debtor (subsidiary company)

2. Background: Sets out the context of the guarantee, including details of the underlying obligation being guaranteed

3. Definitions: Defines key terms used throughout the agreement, including Guaranteed Obligations, Event of Default, etc.

4. Guarantee and Indemnity: Core section containing the guarantee obligations and indemnity provisions

5. Scope of Guarantee: Defines the extent and limitations of the guaranteed obligations

6. Continuing Security: Establishes that the guarantee remains in force until all obligations are discharged

7. Preservation of Rights: Protects the beneficiary's rights under the guarantee in various circumstances

8. Representations and Warranties: Guarantor's confirmations regarding its capacity and authority to enter into the guarantee

9. Payments: Specifies payment obligations, timing, and currency

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

11. Notices: Communication procedures between parties

12. Governing Law and Jurisdiction: Specifies Malaysian law as governing law and jurisdiction for disputes

Optional Sections

1. Tax Gross-Up: Include when payments may be subject to withholding tax, ensuring the beneficiary receives the full amount

2. Currency Indemnity: Include for cross-border transactions involving multiple currencies

3. Assignment and Transfer: Include if parties want to allow transfer of rights under the guarantee

4. Financial Covenants: Include when specific financial metrics need to be maintained by the guarantor

5. Information Undertakings: Include when regular financial or other information needs to be provided by the guarantor

6. Islamic Finance Provisions: Include when the guarantee needs to be Shariah-compliant

Suggested Schedules

1. Form of Demand: Standard form for making demands under the guarantee

2. Guaranteed Obligations: Detailed description of the obligations being guaranteed

3. Corporate Authorizations: Copies of board resolutions and other corporate approvals

4. Conditions Precedent: List of documents and conditions required before the guarantee becomes effective

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



























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Relevant Industries

Banking and Finance

Construction

Manufacturing

Energy and Resources

Infrastructure

Telecommunications

Real Estate

Trading and Commerce

Oil and Gas

Technology

Relevant Teams

Legal

Finance

Treasury

Risk Management

Corporate Secretarial

Compliance

Commercial

Corporate Finance

Relevant Roles

Chief Financial Officer

Legal Counsel

Corporate Secretary

Finance Director

Treasury Manager

Risk Manager

Commercial Director

Contracts Manager

Company Director

Corporate Finance Manager

General Counsel

Senior Legal Manager

Group Financial Controller

Industries





Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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