Guaranty And Security Agreement Template for England and Wales

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Key Requirements PROMPT example:

Guaranty And Security Agreement

"I need a Guaranty and Security Agreement to secure a £5 million loan facility to be provided by our bank to our operating subsidiary, where our parent company will act as guarantor and provide security over its commercial property portfolio."

Document background
The Guaranty And Security Agreement is commonly used in financing transactions where additional security is required beyond the primary obligor's commitments. This document, governed by English and Welsh law, serves a dual purpose by providing both a personal guarantee and creating security interests over specific assets. It's particularly valuable in commercial lending, corporate restructuring, and investment scenarios where the lender requires multiple layers of protection. The agreement typically details the guaranteed obligations, describes the secured assets, outlines enforcement rights, and includes necessary provisions for compliance with English security and registration requirements.
Suggested Sections

1. Parties: Identification of guarantor, secured party, and principal debtor

2. Background: Context of the guarantee and security arrangement, reference to principal obligations

3. Definitions and Interpretation: Key terms used throughout the agreement, interpretation rules

4. Guarantee: Core guarantee obligations, scope, and limitations

5. Grant of Security Interest: Creation and scope of security interest, secured assets

6. Representations and Warranties: Statements about ownership, authority, and status of secured assets

7. Covenants: Ongoing obligations regarding secured assets and guarantee

8. Enforcement: Rights and remedies upon default

9. Duration and Release: Term of agreement and conditions for release of security

Optional Sections

1. Further Assurance: Additional actions parties must take to perfect security - used in complex security arrangements or multiple jurisdictions

2. Power of Attorney: Authority for secured party to act on behalf of guarantor - used where enforcement may require direct action

3. Assignment and Transfer: Rights to transfer the guarantee or security interest - used when transferability is important to secured party

Suggested Schedules

1. Schedule of Secured Assets: Detailed list and description of assets subject to security

2. Schedule of Principal Obligations: Details of guaranteed obligations or facilities

3. Form of Notice: Standard forms for notifying third parties of security interest

4. Perfection Requirements: Specific actions required to perfect security in different jurisdictions

Authors

Alex Denne

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

Relevant legal definitions
Clauses
Relevant Industries
Relevant Teams
Relevant Roles
Industries

Law of Property Act 1925: Key legislation governing security interests in real property and requirements for creation and registration of charges

Companies Act 2006: Governs registration requirements for company charges and establishes corporate capacity and authority requirements

Financial Services and Markets Act 2000: Provides regulatory framework for security arrangements involving regulated financial activities

Consumer Credit Act 1974: Legislation governing consumer relationships and providing statutory protections for individual guarantors

Financial Collateral Arrangements (No.2) Regulations 2003: Regulations specific to financial collateral arrangements and their enforcement provisions

Consumer Rights Act 2015: Legislation dealing with consumer guarantors and unfair terms provisions in contracts

Contract Formation Rules: Common law principles governing the formation and validity of contracts

Equitable Principles: Principles of equity relating to security interests and their enforcement

Security Interest Priority Rules: Common law and statutory rules determining the priority of competing security interests

Doctrine of Undue Influence: Common law principles regarding undue influence in guarantee relationships

Companies House Registration: Administrative requirements for registering certain types of security interests with Companies House

Land Registry Requirements: Registration requirements for security interests affecting real property

Financial Services Register: Registration requirements for security interests involving regulated financial activities

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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