担保人依此担保书所承担的义务和责任不因受益人对委托人工期的延长或受益人对委托人在其它方面的放松,或按照合同应实施的工作变更或暂停,或合同的修改、委托人或受益人的组成变动,或其它任何事项而解除,无论担保人知道或同意这些事项与否。
本担保下的任何索赔必须由担保人于_______________(工程缺陷通知日之后6个月的那一日)的当日(“到期日”)或之前收到,在到期日,本担保的有效期届满并要退还给担保人。
本担保书的利益可按照合同条件对转让的规定进行转让,但担保人要收到完全遵守上述规定的证据。
本保函适用的法律与合同适用的国家(或其它行政区)所颁布的法律相同。本保函包含国际商会出版的编号为524的“合同担保统一规则”并受其约束。本保函中使用的词语含义与上述规则中注明的含义相同。
本保函由委托人和担保人于_______________(填入日期)签发。
代表委托人签字
代表担保人签字
4.28连带责任担保书
GENERAL CONTINUING GUARANTY
In order to induce___________________________(Name of Company), a__________________(State) corporation, and any other Co-Buyer or Participant as specified in the Agreements (Buyer) to extend and/or to continue to extend financial accommodations to the Seller specified below, or pursuant to any other present or future agreement between Buyer and Seller (hereinafter collectively referred to as the Agreements), and in consideration thereof, and in consideration of any loans, advances, or financial accommodations heretofore or hereafter granted by Buyer to or for the account of Seller, whether pursuant to the Agreements, or otherwise, the undersigned officer(s), authorized agent(s) or third party guarantors of Seller (hereinafter collectively and individually referred to as the Guarantor) hereby, jointly and severally, guarantee, promise and undertake as follows:
1. Guaranty of Obligations
Guarantor unconditionally, absolutely and irrevocably guarantees and promises to pay to Buyer, on order or demand, in lawful money of the United States, any and all indebtedness and obligations of Seller to Buyer and the payment to Buyer of all sums which may be presently due and owing to Buyer from Seller whether under the Agreements or otherwise.
The terms indebtedness and obligations are (hereinafter collectively referred to as the Obligations) used herein in their most comprehensive sense and include any and all advances, debts, obligations and liabilities of Seller, heretofore, now, or hereafter made, incurred or created, whether voluntarily or involuntarily, and however arising (including, without limitation, indebtedness owing by Seller to third parties who have granted Buyer a security interest in the accounts, chattel paper and general intangibles of said third party; and further including, without limitation, any and all attorneys fees, expenses, costs, premiums, charges and interest owed by Seller to Buyer, whether under the Agreements or otherwise) whether due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined, whether Seller may be liable individually or jointly with others, whether recovery upon such indebtedness may be or hereafter becomes barred by any statute of limitations or whether such indebtedness may be or hereafter becomes otherwise unenforceable, and includes Sellers prompt, full and faithful performance, observance and discharge of each and every term, condition, agreement, representation, warranty undertaking and provision to be performed by Seller under these Agreements.
2. Continuing Guaranty.
This General Continuing Guaranty (the Guaranty) is a continuing guaranty which shall remain effective until this Guaranty has been expressly terminated and relates to any obligations including those which arise under successive transactions which shall either continue the Obligations from time to time or renew them after they have been satisfied. Any such termination shall be applicable only after written notice to Buyer, and only to transactions having their inception prior to such date. No termination shall be effective until such time as Buyer is no longer committed or otherwise obligated to make any loans or advances, or to grant any credit to Seller. In the absence of any termination of this Guaranty, Guarantor agrees that nothing shall discharge or satisfy its obligations created hereunder except for the full payment and performance of the Obligations with interest.
3. Independent Rights
Guarantor agrees that it is directly and primarily liable to Buyer, that the obligations hereunder are independent of the obligations of Seller and that a separate action or actions may be brought and prosecuted against Guarantor, whether action is brought against Seller or whether Seller is joined in any such action or actions. Guarantor agrees that any releases which may be given by Buyer to Seller or any other guarantor or endorser shall not release it from this Guaranty.
4. Default
In the event that any bankruptcy, insolvency, receivership or similar proceeding is instituted by or against Guarantor and/or the Seller or in the event that either the Guarantor or Seller become insolvent, make an assignment for the benefit of creditors or attempt to effect a composition with creditors, or if there be any default under the Agreements (whether declared or not), then, at Buyers election, without notice or demand, the Obligations of Guarantor created hereunder shall become due, payable and enforceable against Guarantor whether or not the Obligations are then due and payable.
5. Indemnification
Guarantor agrees to indemnify Buyer and holds Buyer harmless against all obligations, demands and liabilities, by whomsoever asserted and against all losses in any way suffered, incurred or paid by Buyer as a result of or in any way arising out of, following or consequential to transactions with Seller whether under the Agreements or otherwise, and also agrees that this Guaranty shall not be impaired by any modification, supplement, extension or amendment of any contract or agreement to which Buyer and Seller may hereafter agree, nor by any modification, release or other alteration of any of the Obligations hereby guaranteed or of any security therefor, nor by any agreements or arrangements whatever with Seller or anyone else.
6. Consent to Modifications