Guarantee And Indemnity Form Template for Hong Kong

The Guarantee And Indemnity Form is a crucial legal instrument in Hong Kong's commercial and financial landscape, commonly used in lending transactions, commercial contracts, and corporate finance arrangements. This document is essential when a party requires additional security or assurance for obligations owed by another party. It combines both guarantee provisions (contingent liability depending on the principal debtor's default) and indemnity provisions (primary liability independent of the underlying obligation). The form must comply with Hong Kong's strict requirements for guarantees, including the need for written documentation and clear terms. It's particularly important in banking facilities, property transactions, and corporate group structures where parent companies guarantee subsidiaries' obligations. The document typically includes comprehensive provisions protecting the creditor's interests while clearly defining the guarantor's obligations and any limitations on liability.

1. Parties: Identifies the Guarantor(s), the Creditor/Beneficiary, and the Principal Debtor

2. Background: Sets out the context of the underlying transaction or facility being guaranteed

3. Definitions: Defines key terms used throughout the document, including 'Guaranteed Obligations', 'Security', and 'Event of Default'

4. Guarantee and Indemnity: Core section containing the guarantee and indemnity obligations, including the scope of guaranteed liabilities

5. Nature of Guarantee: Specifies that the guarantee is continuing, unconditional, and irrevocable

6. Preservation of Rights: Ensures the guarantee remains valid despite changes to the underlying obligation or the creditor's forbearance

7. Representations and Warranties: Guarantor's confirmations about their capacity and authority to enter into the guarantee

8. Payments: Details of how and when payments must be made, including provisions for tax and currency

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

10. Assignment and Transfer: Provisions regarding the transfer of rights under the guarantee

11. Notices: Requirements for giving valid notices under the guarantee

12. Governing Law and Jurisdiction: Confirms Hong Kong law governs and specifies jurisdiction for disputes