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The Deed of Guarantee and Indemnity is a fundamental security document in Irish commercial and financial transactions, commonly used when one party requires additional security for obligations owed by another. This document is particularly relevant in lending arrangements, corporate group structures, and commercial contracts where credit support is required. The deed format provides additional enforceability protections under Irish law compared to simple contracts. The document combines both guarantee provisions (promising to pay if the principal debtor defaults) and indemnity provisions (a separate obligation to make good any loss), offering comprehensive protection for the beneficiary. It must comply with Irish statutory requirements, including the Statute of Frauds (Ireland) 1695 and the Land and Conveyancing Law Reform Act 2009, and considers relevant Irish case law on guarantees and indemnities.

1. Parties: Identifies and defines the Guarantor(s), the Beneficiary, and the Principal Debtor

2. Background: Recitals explaining the context of the guarantee, including reference to the principal agreement or facility being guaranteed

3. Definitions and Interpretation: Defines key terms and sets out interpretation principles, including definition of Guaranteed Obligations

4. Guarantee and Indemnity: Core provisions containing the guarantee and indemnity obligations

5. Scope of Guarantee: Details the extent and limitations of the guaranteed obligations

6. Continuing Security: Establishes that the guarantee is continuing and covers future obligations

7. Preservation of Rights: Provisions maintaining the validity of the guarantee in various circumstances

8. Representations and Warranties: Guarantor's confirmations about their capacity and authority to enter into the deed

9. Payment Mechanics: Provisions regarding how and when payments must be made, including tax gross-up if applicable

10. Discharge Conditional: Provisions regarding when and how the guarantee can be discharged

11. Interest: Provisions for interest on late payments or guaranteed amounts

12. Costs and Expenses: Allocation of costs related to preparation, enforcement and amendments

13. Notices: Communication procedures between parties

14. Assignment and Transfer: Rights of parties to assign or transfer their rights under the guarantee

15. Governing Law and Jurisdiction: Confirms Irish law as governing law and Irish courts' jurisdiction

16. Execution: Execution blocks meeting requirements for a deed under Irish law