Letters of Guarantee Clause Samples

The Letters of Guarantee clause establishes the requirement for one party to provide a formal written assurance, typically from a bank or financial institution, guaranteeing the fulfillment of certain obligations under the contract. In practice, this means that if the obligated party fails to perform—such as not delivering goods or services as agreed—the guarantor will compensate the other party for any resulting losses. This clause is essential for mitigating financial risk and providing security, ensuring that contractual commitments are backed by a reliable third party.
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Letters of Guarantee. As of the Closing, each Letter of Guarantee shall have been duly issued by the Purchaser Guarantor in favor of Seller, shall be in full force and effect, shall constitute the legal, valid and binding obligation of the Purchaser Guarantor, enforceable in accordance with its terms, and shall not have been amended, withdrawn or rescinded in any respect. As of the Closing, no event shall have occurred which, with or without notice, lapse of time or both, would constitute a default on the part of the Purchaser Guarantor under the Letters of Guarantee. Purchaser has not received any written notice of cancellation or any other indication that any Letter of Guarantee is no longer in full force or effect or that the Purchaser Guarantor is not willing or able to perform its obligations thereunder, and, no event has occurred that will result in the cancellation or termination of such Letter of Guarantee.
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Letters of Guarantee. The Offshore Guarantors have executed the Letter of Guarantee – NY Law and, within 60 (sixty) days from the Borrowing Date, shall have executed the Letters of Guarantee – Local Jurisdiction Law, in each case, as guarantors and jointly and severally liable for all obligations of the Borrower under this CCB and the other CCBs and for the payment in full of all Obligations under this CCB, including Principal, Interest, Default Charges (if applicable), Prepayment Cost (if applicable) and all other Total Obligations.
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Letters of Guarantee. The LETTER OF GUARANTEE duly executed by each GUARANTOR.
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Letters of Guarantee. (a) In consideration of the Bank issuing from the Customer’s Account Letter(s) of Guarantee, bonds, or other like instrument(s) ("Obligation") in favor of a Beneficiary in accordance with the Facility Offer Letter, the Customer agrees to the following Terms and Conditions: (b) The Bank irrevocably authorized and directed to make any payment and to comply with any demand made in connection with an Obligation issued by the Bank. Any such demand is conclusive evidence that the sum is properly due and payable, and the Bank need not seek further authority from the Customer or verify the validity or legitimacy of the demand. (c) For an Obligation that could or may be of an unlimited duration, the Customer shall provide the Bank with Collateral for the full amount and in same currency of the Obligation at the Bank’s discretion either at inception or at any point in time during the useful life and/or validity of the Obligation / transaction(s). (d) The Customer authorizes the Bank, without obligation and at its sole discretion, to extend, pay, or renew any Obligation on the request or demand by the Beneficiary. If this occurs, the Customer agrees that the Bank is entitled to exercise any of its rights under these Terms and Conditions. (e) If the Bank determines, in its sole discretion, that an Obligation remains valid after the expiration of any applicable time period, the Customer agrees that the Obligation shall remain valid, applicable, and binding on the Customer. (f) In the event of default by the Customer of any Terms and Conditions relating to the issuance of an Obligation, the Bank may elect to exercise any and all legal rights and remedies available to the Bank under the applicable laws as well as these Terms and Conditions. (g) If the Bank is obliged to make a payment under a Letter of Guarantee, it shall forthwith notify the Customer of the amount and currency of such payment and the date on which such payment is to be made. The Customer shall, on or before the date on which such payment is to be made, pay to the Bank an amount equal to the amount of, and in the same currency as, such payment. If any payment made under the Guarantee is more than the Trade Limit, then default interest (as advised by the Bank from time to time) shall be charged on such overdue amount. (h) In addition to the obligation under Clause 27-1(f) the Customer agrees to indemnify and keep indemnified the Bank against all actions, proceedings, claims, demands, liabilities, losses, ...
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Letters of Guarantee 
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Related to Letters of Guarantee

  • Scope of Guarantee 1. The financial claims under this contract ("the secured claims") refers to all debts provided by the creditor to the debtor, including but not limited to the principal debt, interest (including default interest, compound interest), breach of contract , damages , expenses of claims. 2. On the due date, if the applicant refused to repay the loan, which lead to the debt rights also in the range of the guarantee. 3. The principal , interest and other costs, the time of performance, usage, rights and obligations of the parties as well as any other relevant matters under the contract shall prevail by relevant agreements, contracts, application, notice , various certificates and other records, all kinds of certificates and other relevant legal documents issued or signed without guarantor’s confirmation. 4. In order to avoid ambiguity, all fees of prepare, improve, perform or enforce the contract (including, but not limited to attorney’s fees, litigation or arbitration costs etc.) constitute a part of the secured debt.

  • Release of Guaranties (a) Buyer shall use reasonable best efforts to cause Seller and its Affiliates (and Seller and its Affiliates shall use reasonable best efforts to cooperate fully with Buyer, including by providing any information, officer certificates, opinions, other customary release documentation or similar documentation reasonably necessary to put in place the arrangements pursuant to this Section 9.9(a)) to be fully and irrevocably released, as of the Closing Date or as promptly as practicable after the Closing Date, in respect of all obligations under any guaranties, letters of credit, letters of comfort, bid bonds or performance or surety bonds or cash or other collateral obtained or given by Seller or any of its Affiliates relating to the Acquired Companies or the Business (each a “Seller Guarantee” or collectively, the “Seller Guarantees”); provided, that any costs associated with obtaining such releases or consents of such counterparties thereto or otherwise replacing such Seller Guarantees shall be borne solely by Seller and its applicable Affiliate. If Buyer is unable to effect such a substitution and release with respect to any Seller Guarantee as of the Closing Date, Buyer shall indemnify Seller against any and all Losses and reasonable expenses arising from such Seller Guarantee. Without limiting the foregoing, after the Closing Date, Buyer will not, and will not permit any of its Affiliates, successors or assigns to, renew, extend, amend or supplement any Contract or otherwise extend the term of or increase any obligation that is covered by or the subject of a Seller Guarantee. Any cash or other collateral posted by Seller or its Affiliates (including the Acquired Companies) in respect of any Seller Guarantee shall be delivered to Seller promptly following such release. (b) Seller shall use reasonable best efforts to cause the Acquired Companies and Buyer (and Buyer and its Affiliates (including the Acquired Companies following the Closing) shall use reasonable best efforts to cooperate fully with Seller, including by providing any information, officer certificates, opinions, other customary release documentation or similar documentation reasonably necessary to put in place the arrangements pursuant to this Section 9.9(b)) to be fully and irrevocably released, as of the Closing Date or as promptly as practicable after the Closing Date, in respect of all obligations under any guaranties, letters of credit, letters of comfort, bid bonds or performance or surety bonds or cash or other collateral, obtained or given by the Acquired Companies or covering any Transferred Assets, that relate to the Seller Group, the Retained Business or any other businesses of the Seller Group (each a “Business Guarantee” or collectively, the “Business Guarantees”); provided, that any costs associated with obtaining such releases or consents of such counterparties thereto or otherwise replacing such Business Guarantees shall be borne solely by Seller or its applicable Affiliate. If Seller is unable to effect such a substitution and release with respect to any Business Guarantee as of the Closing Date, Seller shall indemnify Buyer against any and all Losses and reasonable expenses arising from such Business Guarantee. Without limiting the foregoing, after the Closing Date, Seller will not, and will not permit any of its Affiliates, successors or assigns to, renew, extend, amend or supplement any Contract or otherwise extend the term of or increase any obligation that is covered by or the subject of a Business Guarantee. Any cash or other collateral posted by Buyer or its Affiliates (including the Acquired Companies following the Closing) in respect of any Business Guarantee shall be delivered to Buyer promptly following such release.

  • Release of Guarantee This Guarantee shall be released in accordance with Section 10.2 of the Indenture.

  • Release of Guarantees (a) A Guarantee by a Guarantor shall be automatically and unconditionally released and discharged, and no further action by such Guarantor, the Issuer or the Trustee is required for the release of such Guarantor’s Guarantee, upon: (1) any sale, exchange or transfer (by merger, wind-up, consolidation or otherwise) of the Capital Stock of such Guarantor (including any sale, exchange or transfer), after which the applicable Guarantor is no longer a Restricted Subsidiary or sale of all or substantially all the assets of such Guarantor, which sale, exchange or transfer is made in compliance with the applicable provisions of this Indenture; (2) the release or discharge of the guarantee by such Guarantor that resulted in the creation of such Guarantee, except a discharge or release by or as a result of payment under such guarantee; (3) the designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in compliance with Section 4.07 hereof and the definition of “Unrestricted Subsidiary” hereunder; or (4) the exercise by the Issuer of its Legal Defeasance option or Covenant Defeasance option in accordance with Article 8 hereof or the Issuer’s obligations under this Indenture being discharged in accordance with the terms of this Indenture; provided that such Guarantor shall have delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent provided for in this Indenture relating to such transaction have been complied with.

  • Execution of Guarantee To further evidence the Guarantee to the Holders, the Guarantor hereby agrees to execute a Guarantee substantially in the form of Exhibit A hereto, to be endorsed on and made a part of each Security ordered to be authenticated and delivered by the Trustee. The Guarantor hereby agrees that its Guarantee set forth in Section 2.01 shall remain in full force and effect notwithstanding any failure to endorse on each Security a Guarantee. Each such Guarantee shall be signed on behalf of the Guarantor by its Chairman of the Board, its President or one of its Vice Presidents prior to the authentication of the Security on which it is endorsed, and the delivery of such Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of such Guarantee on behalf of the Guarantor. Such signature upon the Guarantee may be a manual or facsimile signature of such officer and may be imprinted or otherwise reproduced on the Guarantee, and in case such officer who shall have signed the Guarantee shall cease to be such officer before the Security on which Guarantee is endorsed shall have been authenticated and delivered by the Trustee or disposed of by the Company, the Security nevertheless may be authenticated and delivered or disposed of as though the Person who signed the Guarantee had not ceased to be such officer of the Guarantor.