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Guarantee Facility Agreement Template for Philippines

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Key Requirements PROMPT example:

Guarantee Facility Agreement

"Need a Guarantee Facility Agreement under Philippine law for a PHP 500 million facility between ABC Bank as guarantor and XYZ Construction Corp as principal debtor, to support their infrastructure projects with government agencies, with quarterly reporting requirements and specific provisions for performance bonds."

Document background
The Guarantee Facility Agreement is a crucial financial instrument in Philippine banking and commerce, designed to facilitate business transactions by providing a framework for ongoing guarantee arrangements. This document is typically used when a party requires the ability to obtain multiple guarantees over time without negotiating separate agreements for each instance. The agreement, governed by Philippine law including the Civil Code and banking regulations, establishes the maximum facility amount, drawdown procedures, fees, and obligations of all parties. It's particularly valuable in trade finance, project development, and corporate transactions where regular guarantees are needed. The document includes comprehensive provisions for risk management, compliance with local banking regulations, and protection of all parties' interests, while maintaining flexibility for various types of guarantees to be issued under the facility.
Suggested Sections

1. Parties: Identification of the guarantor, the beneficiary (typically a lender), and the principal debtor

2. Background: Context of the guarantee facility, including the underlying transaction or relationship being guaranteed

3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules of interpretation

4. The Guarantee Facility: Core terms of the guarantee facility, including the maximum amount, purpose, and nature of the guarantee

5. Conditions Precedent: Conditions that must be satisfied before the guarantee facility becomes effective

6. Utilization and Issuance: Process and requirements for utilizing the guarantee facility and issuing individual guarantees

7. Guarantee Commission and Fees: Financial terms including guarantee commission, fees, and payment arrangements

8. Representations and Warranties: Standard and specific representations and warranties given by the parties

9. Covenants: Positive and negative undertakings of the parties

10. Events of Default: Circumstances constituting default and their consequences

11. Payments and Calculations: Payment mechanisms, calculation methods, and currency provisions

12. Changes to Parties: Rules regarding assignment, transfer, and succession

13. Notices: Communication requirements and contact details

14. General Provisions: Standard boilerplate clauses including amendments, waivers, and severability

15. Governing Law and Jurisdiction: Choice of Philippine law and jurisdiction provisions

Optional Sections

1. Security Provisions: Include when the guarantee facility is secured by collateral or other security arrangements

2. Counter-Indemnity: Include when there is a counter-indemnity arrangement from the principal debtor to the guarantor

3. Multiple Guarantors: Include when there are multiple guarantors, detailing joint and several liability

4. Tax Provisions: Detailed tax provisions when cross-border elements or complex tax implications exist

5. Foreign Currency Provisions: Include when the guarantee facility involves foreign currency transactions

6. Electronic Execution: Include when the agreement may be executed electronically under the E-Commerce Act

7. Anti-Money Laundering Compliance: Detailed AML provisions when required by the nature of the parties or transaction

8. Step-In Rights: Include when the guarantor has rights to step into the underlying transaction

Suggested Schedules

1. Form of Guarantee: Template form for individual guarantees to be issued under the facility

2. Conditions Precedent Documents: List of required documents and conditions to be satisfied

3. Utilization Request Form: Standard form for requesting utilization of the guarantee facility

4. Fee Schedule: Detailed breakdown of all applicable fees and commissions

5. Security Details: Details of any security or collateral provided (if applicable)

6. Authorized Signatories: List of authorized signatories for each party

7. Notice Details: Detailed contact information for all parties

8. Underlying Facility Terms: Summary or extract of the main terms of the underlying facility being guaranteed

Authors

Alex Denne

Head of Growth (Open Source Law) @ 黑料视频 | 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

Banking & Financial Services

Corporate Finance

Infrastructure & Construction

Manufacturing

International Trade

Real Estate & Property Development

Energy & Utilities

Telecommunications

Retail & Commerce

Transportation & Logistics

Relevant Teams

Legal

Finance

Treasury

Credit Risk

Compliance

Commercial

Corporate Banking

Trade Finance

Project Finance

Operations

Relevant Roles

Chief Financial Officer

Treasury Manager

Finance Director

Legal Counsel

Corporate Banking Manager

Credit Risk Manager

Relationship Manager

Trade Finance Manager

Company Secretary

Compliance Officer

Commercial Director

Contract Manager

Project Finance Manager

Financial Controller

Industries








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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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