365 Form of Guarantee Clause Examples for Any Agreement
The 'Form of Guarantee' clause defines the specific format and content requirements for any guarantee provided under the agreement. It typically outlines the acceptable language, legal standards, and procedural steps that a guarantor must follow to ensure the guarantee is valid and enforceable. For example, it may require that the guarantee be in writing, signed by authorized parties, and include certain representations or warranties. This clause ensures that all guarantees meet agreed-upon standards, reducing the risk of disputes over their validity and providing clarity for both parties.
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Form of Guarantee.ĚýFor value received, the undersigned (herein called the “Guarantorsâ€�, and each, a “Guarantorâ€� which terms include any successor Person or Persons under the Indenture referred to in the Security upon which this Guarantee is endorsed), hereby jointly and severally, irrevocably, fully and unconditionally guarantee to each Holder of this Security, which has been authenticated and delivered by the Trustee, the due and punctual payment of the principal of (including any amount in respect of original issue discount), and any premium and interest (together with any Additional Amounts payable pursuant to the terms of this Security), on this Security and the due and punctual payment of the sinking fund payments, if any, and analogous obligations, if any, provided for pursuant to the terms of this Security, when and as the same shall become due and payable, whether at Stated Maturity or upon redemption or upon declaration of acceleration or otherwise according to the terms of this Security and of the Indenture. In case of default by the Company in the payment of any such principal (including any amount in respect of original issue discount), interest (together with any Additional Amounts payable pursuant to the terms of this Security), sinking fund payment, or analogous obligation, each Guarantor agrees duly and punctually to pay the same. Each Guarantor hereby agrees that its obligations hereunder shall rank pari passu with all other unsecured and unsubordinated obligations of such Guarantor, shall be as principal and not merely as surety, and shall be absolute and unconditional irrespective of any extension of the time for payment of this Security, any modification of this Security, any invalidity, irregularity or unenforceability of this Security or the Indenture, any failure to enforce the same or any waiver, modification, consent or indulgence granted to the Company with respect thereto by the Holder of this Security or the Trustee, or any other circumstances which may otherwise constitute a legal or equitable discharge of a surety or guarantor. Each Guarantor hereby waives diligence, presentment, demand of payment, filing of claims with a court in the event of merger or bankruptcy of the Company, any right to require a demand or proceeding first against the Company, protest or notice with respect to this Security or the indebtedness evidenced thereby and all demands whatsoever, and covenants that this Guarantee will not be discharged as to this Security except b...
Form of Guarantee.ĚýThe notation on Debt Securities relating to the Guarantee shall be in substantially the following form: The Guarantor (which term includes any successor Person in such capacity under the Indenture), has fully, unconditionally and absolutely guaranteed, to the extent set forth in the Indenture and subject to the provisions in the Indenture, the due and punctual payment of the principal of, and premium, if any, and interest on the Debt Securities and all other amounts due and payable under the Indenture and the Debt Securities by the Company. The obligations of the Guarantor to the Holders of Debt Securities and to the Trustee pursuant to the Guarantees and the Indenture are expressly set forth in Article XII of the Indenture and reference is hereby made to the Indenture for the precise terms of the Guarantee. Guarantor: XXXXXX RESOURCES OF CALIFORNIA, INC. By:
Form of Guarantee.ĚýThe form of Guarantee shall be set forth on the Securities substantially as follows:
Form of Guarantee.ĚýThe form of any Guarantee shall be set forth on the applicable series of Securities substantially as follows:
Form of Guarantee.ĚýThe guarantee under this Contract is a guarantee with joint and several liability. If more than one guarantor is involved in the guarantee under this Contract, the joint and several liability shall be jointly shared by the guarantors concerned.
Form of Guarantee.ĚýRadiomĂłvil Dipsa, S.A. de C.V., a sociedad anĂłnima de capital variable organized and existing under the laws of Mexico (the “Guarantorâ€�), hereby fully and unconditionally guarantees (such guarantee being referred to herein as the “Guaranteeâ€�), in accordance with the terms of the Indenture, dated as of September 30, 2009 (herein called the “Base Indentureâ€�), among AmĂ©rica MĂłvil, S.A.B. de C.V., the Guarantor and The Bank of New York Mellon, as Trustee (the “Trusteeâ€�), Security Registrar, Paying Agent and Transfer Agent, as supplemented by the Sixth Supplemental Indenture, dated as of June 28, 2010 (the “Sixth Supplemental Indentureâ€� and, together with the Base Indenture, the “Indentureâ€�), among the Company, the Guarantor, the Trustee and the Bank of New York Mellon (Luxembourg) S.A., as Luxembourg Paying Agent and Luxembourg Transfer Agent, the full and punctual payment when due, whether at maturity, upon redemption, by acceleration or otherwise, of the principal of, premium, if any, and interest on, and any other amounts due under the Notes and all other obligations of the Company under the Indenture including, without limitation, if any such payment is subject to withholding for or on account of any taxes, duties, assessments or other governmental charges imposed with respect thereto by a Mexican taxing authority, payments of additional amounts to the Holders of the Note to which this Guarantee is annexed so that the net amount received by such Holder equals the amount that would have been received absent such withholding, subject to the limitations provided in the Note to which this Guarantee is annexed and Section 1009 of the Base Indenture. Capitalized terms used but not defined herein shall have the respective meanings given to them in the Indenture. The obligations of the Guarantor to the Holders and to the Trustee pursuant to this Guarantee and the Indenture shall be limited to the maximum amount as shall, after giving effect to all other liabilities (fixed and contingent) of the Guarantor, result in the obligations of the Guarantor under the Guarantees not constituting a fraudulent conveyance or fraudulent transfer under applicable law. The obligations of the Guarantor to the Holders and to the Trustee pursuant to this Guarantee and the Indenture are expressly set forth, to the extent and in the manner provided, in Article Eleven of the Base Indenture and reference is hereby made to the Indenture for the precise terms of the Guarantee therein made....
Form of Guarantee.ĚýThe form of Secured Notes Guarantee shall be set forth on the Secured Notes substantially as follows: For value received, each Notes Guarantor hereby guarantees, jointly and severally with the other Notes Guarantors, as a primary obligor and not merely as a surety, the due and punctual payment and performance (i) to the holder of this Security the payment of principal of, premium, if any, and interest on, the Security upon which this Secured Notes Guarantee is set forth in the amounts and at the time when due and payable whether by declaration thereof, or otherwise, and interest on the overdue principal and interest, if any, of such Security, if lawful, to the holder of such Security and the Trustee on behalf of the Holders and (ii) all amounts owed to the Trustee under the Indenture, in each case in accordance with and subject to the terms and limitations of such Security, the Indenture and Article II of the First Supplemental Indenture. This Secured Notes Guarantee will not become effective until the Trustee or Authenticating Agent duly executes the certificate of authentication on this Security. This Secured Notes Guarantee shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict of law principles thereof. Dated: [NOTES GUARANTORS] By: Name: Title:
Form of Guarantee.ĚýGUARANTEE
Form of Guarantee.ĚýPERFORMANCE GUARENTEE GUARANTOR DETAILS AND DEFINITIONS
Form of Guarantee.ĚýRadiomĂłvil Dipsa, S.A. de C.V., a sociedad anĂłnima de capital variable organized and existing under the laws of Mexico (the “Guarantorâ€�), hereby fully and unconditionally guarantees (such guarantee being referred to herein as the “Guaranteeâ€�), in accordance with the terms of the Indenture, dated as of March 9, 2004 (the “Indentureâ€�), among AmĂ©rica MĂłvil, S.A. de C.V., the Guarantor and JPMorgan Chase Bank, as Trustee, the full and punctual payment when due, whether at maturity, upon redemption, by acceleration or otherwise, of the principal of, premium, if any, and interest on, and any other amounts due under the Notes and all other obligations of the Company under the Indenture, as supplemented by the First Supplemental Indenture, as further supplemented by the Second Supplemental Indenture and as further supplemented by the Third Supplemental Indenture. Capitalized terms used but not defined herein shall have the respective meanings given to them in the Indenture, as supplemented by the First Supplemental Indenture, as further supplemented by the Second Supplemental Indenture and as further supplemented by the Third Supplemental Indenture. The obligations of the Guarantor to the Holders and to the Trustee pursuant to the Guarantee and the Indenture, as supplemented by the First Supplemental Indenture, as further supplemented by the Second Supplemental Indenture and as further supplemented by the Third Supplemental Indenture, shall be limited to the maximum amount as shall, after giving effect to all other liabilities (fixed and contingent) of the Guarantor, result in the obligations of the Guarantor under the Guarantees not constituting a fraudulent conveyance or fraudulent transfer under applicable law. The obligations of the Guarantor to the Holders and to the Trustee pursuant to the Guarantee and the Indenture, as supplemented by the First Supplemental Indenture, as further supplemented by the Second Supplemental Indenture and as further supplemented by the Third Supplemental Indenture, are expressly set forth, to the extent and in the manner provided, in Article Eleven of the Indenture, as supplemented by the First Supplemental Indenture, as further supplemented by the Second Supplemental Indenture and as further supplemented by the Third Supplemental Indenture, and reference is hereby made to such Indenture, as supplemented by the First Supplemental Indenture, as further supplemented by the Second Supplemental Indenture and as further supplemented b...