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PLAYBOOK TEMPLATES
Guarantee & Security Agreement
A Guarantee & Security Agreement provides collateral and personal guarantees securing performance or payment obligations. This playbook details drafting considerations for enforcement rights, perfection, and priority of security interests.
Events of Default
Negotiation strategy
Ensure that the events of default are limited to significant breaches. Include clear monetary thresholds and ensure notice and cure periods are reasonable to protect your interests.
Negotiate for a higher materiality threshold and longer cure periods to provide flexibility. Ensure de minimis events are excluded to avoid unnecessary defaults.
Essential elements
1
Materiality Thresholds
Monetary limits for breaches.
2
Notice Period
Timeframe to notify of default.
3
Cure Period
Time allowed to remedy breach.
Action framework
ACCEPT
Propose edits if thresholds are unrealistic or cure periods are too short.
EDIT
Reject if defaults are triggered by minor breaches without cure periods.
ADD
Add language to specify material breaches and exclude de minimis events.
PRO TIP
Always align default clauses with strategic risk management goals to ensure enforceability and fairness.
Real-world examples
FAVORABLE
Preferred Clause
"An Event of Default occurs if a material breach, exceeding $100,000, is not cured within 30 days of notice."
NEUTRAL
Fallback Clause
"An Event of Default includes any breach that remains uncured for 15 days after notice, excluding de minimis events."
UNFAVORABLE
Overly Broad Default
"Any breach, regardless of materiality, constitutes an Event of Default."
Alternative scenarios & positions
High-Risk Projects
In high-risk projects, consider stricter default conditions to mitigate potential losses. Ensure thresholds reflect the project's financial scale.
Cross-Border Transactions
For cross-border deals, ensure compliance with jurisdiction-specific laws and adjust default conditions to reflect international risk factors.
Start-Up Financing
In start-up financing, allow for more lenient default conditions to accommodate the volatile nature of early-stage businesses.
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