Guaranty Agreement printable pdf download

GUARANTY AGREEMENT

This GUARANTY AGREEMENT (this “Guaranty”) is made as of the __ day of

_____ 2012, by [

] (“Guarantor”), for the benefit of the Diversion Authority

(“Owner”). Guarantor and Owner are individually referred to herein as a “Party” and

collectively as the “Parties.”

RECITALS

WHEREAS, [Insert Name], a _______ corporation (“Contractor”) is a [state

relationship] of Guarantor;

WHEREAS, Owner and Contractor have entered into an Engineering dated [the date]

for Engineering Design Services for the Fargo-Moorhead Area Diversion (the “Contract”);

WHEREAS, pursuant to Section __ of the Contract, Contractor is obligated to

provide Owner with this Guaranty; and

WHEREAS, Guarantor as the [ultimate] parent company of Contractor, is willing to

enter into this Guaranty in consideration of and to satisfy the terms of the Contract.

AGREEMENT

NOW, THEREFORE, in consideration of the premises and mutual covenants set

forth herein, and for other good and valuable consideration, the receipt and sufficiency of

which are hereby acknowledged, the Parties hereto agree as follows:

In consideration of the award of the Contract by Owner to Contractor,

Guarantor hereby guarantees to and for the benefit of Owner the full and timely performance

of the obligations of the Contractor under the Contract when and if such obligations becomes

due according to the terms of the Contract (“Obligations”). [Guarantor shall not be required

to cause such Obligations to be performed unless and until it receives Owner’s written

demand for performance hereunder following the occurrence of an [Event of Default,] as

such term is defined in the Contract. Guarantor shall have ten (10) days after notice of an

Event of Default to commence its performance of such Obligations.] Guarantor shall be

entitled to assert any and all rights, remedies and defenses which would otherwise be

available to Contractor [under the Contract].

Any modification or amendment of any of the Obligations in accordance with

the terms of the Contract shall not affect the liability of Guarantor hereunder.

Notwithstanding anything to the contrary herein, Guarantor's liability under

this Guaranty shall not exceed Contractor’s liability under the Contract.

Guaranty Agreement