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Contract Performance Guarantee
"I need a Contract Performance Guarantee for a construction project in London, where ABC Bank will guarantee the performance of XYZ Construction Ltd for a maximum liability of £5 million, with the guarantee to expire on completion of works or 31 December 2025, whichever is earlier."
1. Parties: Identifies the guarantor, beneficiary, and principal obligor
2. Background: Context of the underlying contract and reason for guarantee
3. Definitions: Key terms used throughout the guarantee
4. Guarantee and Indemnity: Core obligations of the guarantor including primary and secondary obligations
5. Scope of Guarantee: Extent and limitations of the guaranteed obligations
6. Preservation of Rights: Provisions ensuring guarantee remains valid despite variations to underlying contract
7. Representations and Warranties: Guarantor's confirmations about its capacity and authority
8. Duration: Term of the guarantee and conditions for expiry
9. Payment Provisions: Terms for making payments under the guarantee including timing and method
10. Governing Law and Jurisdiction: Specifies English and Welsh law as applicable law and jurisdiction of courts
1. Step-in Rights: Rights of guarantor to take over performance of the underlying contract
2. Counter-indemnities: Protection for guarantor against principal obligor's default
3. Assignment and Transfer: Rights to transfer or assign the guarantee to third parties
4. Currency Provisions: Specific provisions for cross-border guarantees involving multiple currencies
5. Tax Gross-up: Provisions dealing with tax deductions from guarantee payments
1. Form of Demand: Standard template for making claims under the guarantee
2. Underlying Contract: Copy or summary of the contract being guaranteed
3. Corporate Authorizations: Evidence of authority to provide guarantee including board resolutions
4. Guarantee Amount Schedule: Schedule detailing the maximum guaranteed amounts and any reduction mechanisms
Authors
Underlying Contract
Guarantee Amount
Demand
Expiry Date
Event of Default
Business Day
Principal Obligor
Beneficiary
Guarantor
Guaranteed Period
Maximum Liability
Permitted Assignment
Security Interest
Claim
Notice
Working Day
Effective Date
Guaranteed Sum
Performance Default
Related Rights
Specified Currency
Valid Demand
Contract Documents
Completion Date
Scope of Guarantee
Duration and Release
Demands and Payments
Preservation of Rights
Representations and Warranties
Primary Obligation
Continuing Security
No Set-off
Currency
Assignment and Transfer
Notices
Amendments
Severability
Waiver
Costs and Expenses
Confidentiality
Force Majeure
Entire Agreement
Third Party Rights
Counterparts
Default Interest
Step-in Rights
Governing Law
Jurisdiction
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