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Financial Guarantee Template for Indonesia

A comprehensive legal document governed by Indonesian law that establishes a binding financial guarantee arrangement where one party (the Guarantor) commits to fulfill the financial obligations of another party (the Principal Debtor) to a third party (the Beneficiary) if the Principal Debtor fails to meet their obligations. The document incorporates requirements under Indonesian Civil Code (KUH Perdata), Financial Services Authority (OJK) regulations, and relevant banking laws, ensuring compliance with local regulatory requirements while providing clear enforcement mechanisms and protection for all parties involved.

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What is a Financial Guarantee?

Financial Guarantees are essential instruments in Indonesian business transactions, particularly in securing financial obligations and facilitating commercial relationships. This document template is designed for use when one party needs to provide financial security for another party's obligations, commonly seen in lending arrangements, project financing, or corporate group structures. The guarantee agreement must comply with Indonesian law, specifically the Civil Code (KUH Perdata) Articles 1820-1850 governing guarantees, and relevant Financial Services Authority (OJK) regulations. The document contains provisions for enforcement, default scenarios, and recovery mechanisms, structured to be valid and enforceable under Indonesian jurisdiction. It is particularly important in scenarios where financial institutions require additional security for loans, where parent companies guarantee subsidiaries' obligations, or in project finance arrangements where sponsors provide completion guarantees.

What sections should be included in a Financial Guarantee?

1. Parties: Identification of the Guarantor, Principal Debtor, and Beneficiary with their complete legal details

2. Background: Context of the guarantee, including reference to the underlying obligation or facility being guaranteed

3. Definitions: Definitions of key terms used throughout the guarantee agreement

4. Guarantee and Indemnity: Core provisions detailing the scope of the guarantee, including the guaranteed obligations and indemnity provisions

5. Nature of Guarantee: Specification that this is a continuing guarantee and details of whether it is conditional or unconditional

6. Payment Provisions: Terms governing when and how payments must be made under the guarantee, including currency and method

7. Representations and Warranties: Guarantor's confirmations regarding their capacity, authority, and financial condition

8. Preserving Validity: Provisions ensuring the guarantee remains valid despite changes to the underlying obligation or circumstances

9. Event of Default: Circumstances that trigger immediate enforcement of the guarantee

10. Enforcement and Recovery: Mechanisms for enforcing the guarantee and recovering payments

11. Costs and Expenses: Allocation of costs related to the preparation and enforcement of the guarantee

12. Notices: Communication procedures between parties

13. Governing Law and Jurisdiction: Confirmation of Indonesian law governance and jurisdiction for disputes

What sections are optional to include in a Financial Guarantee?

1. Multiple Guarantors: Required when there is more than one guarantor, detailing joint and several liability

2. Currency Provisions: Needed for cross-border guarantees or when multiple currencies are involved

3. Tax Provisions: Required when tax implications need specific addressing, particularly in cross-border situations

4. Security: Used when the guarantee is backed by specific assets or security arrangements

5. Transfer and Assignment: Required when rights under the guarantee may need to be transferred

6. Language: Required for dual-language guarantees, specifying the prevailing language

7. Corporate Authority: Additional provisions required for corporate guarantors regarding authority and capacity

8. Change of Control: Needed when guarantee terms may be affected by changes in ownership of the guarantor

What schedules should be included in a Financial Guarantee?

1. Form of Demand: Standard format for making demands under the guarantee

2. Guaranteed Obligations: Detailed description of the obligations being guaranteed

3. Security Details: Details of any security or collateral supporting the guarantee

4. Corporate Authorizations: Copies of relevant corporate approvals and authorizations

5. Payment Details: Bank account and payment processing information

6. Compliance Certificates: Template forms for periodic compliance certification

7. Notice Details: Complete contact information for all parties for formal notices

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Indonesia

Document Type

Bank Guarantee

Sector

Banking

Cost

Free to use

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