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Performance Guarantee Agreement Template for Singapore

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Key Requirements PROMPT example:

Performance Guarantee Agreement

"I need a Performance Guarantee Agreement for a construction project in Singapore where ABC Bank will guarantee my contractor's performance for SGD 5 million, with the guarantee period running until March 2025."

Document background
A Performance Guarantee Agreement is essential in commercial transactions where parties seek security for performance obligations. This document is commonly used in Singapore's construction, infrastructure, and commercial sectors, providing beneficiaries with financial assurance against non-performance or default by contractors or service providers. The agreement, structured under Singapore law, details the guarantee amount, triggering events, claim procedures, and expiry conditions. It serves as a risk management tool, particularly valuable in high-value contracts where performance reliability is crucial.
Suggested Sections

1. Parties: Identification and details of the Guarantor, Principal Obligor, and Beneficiary

2. Background: Context of the underlying obligation and reason for the guarantee

3. Definitions: Key terms used throughout the agreement including Guaranteed Obligations, Guarantee Period, and Demand

4. Guarantee and Indemnity: Core obligations of the guarantor and scope of guarantee, including primary obligation to pay and indemnification provisions

5. Payment Terms: Conditions and process for demanding payment under the guarantee, including timing and method of payment

6. Duration: Term of the guarantee and conditions for expiry, including any extension provisions

7. Enforcement: Rights and mechanisms for enforcing the guarantee, including conditions for making demands

8. Representations and Warranties: Standard representations about capacity, authority, and enforceability

9. Governing Law and Jurisdiction: Singapore law as governing law and jurisdiction provisions

Optional Sections

1. Counter-Indemnity: Used when the guarantor requires indemnification from the principal obligor against losses from guarantee claims

2. Security: Additional security arrangements supporting the guarantee, including types of security and enforcement rights

3. Assignment: Rights to assign or transfer the guarantee, typically restricted for the guarantor but permitted for the beneficiary

4. Dispute Resolution: Alternative dispute resolution mechanisms such as arbitration or mediation provisions

5. Costs and Expenses: Provisions regarding payment of costs related to preparation, enforcement, and amendments

Suggested Schedules

1. Form of Demand: Template for making demands under the guarantee, including required information and format

2. Underlying Agreement Details: Summary or extract of the principal obligation being guaranteed

3. Security Documents: Details of any additional security arrangements and related documentation

4. Corporate Authorizations: Evidence of authority to enter into guarantee, including board resolutions and power of attorney

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions


































Clauses


































Industries

Contracts Act (Cap. 53): Primary legislation governing contract formation, validity requirements, consideration principles, and parties' rights and obligations in Singapore

Unfair Contract Terms Act (Cap. 396): Regulates exclusion clauses, sets reasonableness requirements, and provides consumer protection provisions for contractual agreements

Civil Law Act (Cap. 43): Contains specific provisions relating to guarantees, requirements for writing and signatures, and enforcement of contractual rights

Common Law Principles: Encompasses doctrine of privity of contract, rules regarding guarantee and indemnity, and principles of consideration derived from case law

Banking Law and Financial Regulations: Includes MAS guidelines and Banking Act requirements, particularly relevant if the guarantor is a financial institution

Limitation Act (Cap. 163): Establishes time limits for enforcement and prescription periods for legal actions related to the guarantee

Singapore Rules of Court: Procedural rules governing the enforcement and litigation of guarantee agreements in Singapore courts

Singapore International Arbitration Act: Relevant for including and enforcing arbitration clauses in the performance guarantee agreement

Evidence Act: Governs the admissibility of evidence for enforcement of the guarantee agreement in Singapore courts

Writing Requirements: mandatory requirements for the guarantee to be in writing, with clear identification of parties, obligations, triggering events, and payment terms

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

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