VIEWS: 267 PAGES: 6 CATEGORY: Real Estate POSTED ON: 12/5/2011
This Guarantee of Commercial Lease sets forth the terms of a personal guarantee by an individual for a lease entered into by a related business entity. This type of guarantee provides security to Landlords that the obligations of a commercial tenant will be performed, regardless of whether or not the commercial tenant remains in business. This document in its draft form contains numerous of the standard clauses commonly used in these types of agreements; however, additional language may be added to allow for customization to ensure the specific terms of the parties’ agreement are addressed. This form should be used by landlords, management companies, and commercial tenant guarantors.
This Guarantee of Commercial Lease sets forth the terms of a personal guarantee by an individual for a lease entered into by a related business entity. This type of guarantee provides security to Landlords that the obligations of a commercial tenant will be performed, regardless of whether or not the commercial tenant remains in business. This document in its draft form contains numerous of the standard clauses commonly used in these types of agreements; however, additional language may be added to allow for customization to ensure the specific terms of the parties’ agreement are addressed. This form should be used by landlords, management companies, and commercial tenant guarantors. Guarantee of Commercial Lease FOR VALUE RECEIVED, the sufficiency of which is hereby acknowledged, and in consideration of the mutual covenants set forth herein and other good and valuable consideration and as an inducement to _____, [Instruction: Insert Landlord’s name.] as Landlord (“Landlord”) to enter into a lease agreement with _____, [Instruction: Insert Tenant’s name.] as Tenant ( “Tenant”), such lease to have a commencement date of _____ [Instruction: Insert lease commencement date.] (the “Lease”), the undersigned guarantor ( “Guarantor”) hereby enters into this Guarantee this __ day of __, 20__. [Instruction: Insert guarantee date.] The Lease is annexed hereto as Exhibit A and is hereby deemed incorporated as is set forth in its entirety. 1. Guarantor hereby absolutely and unconditionally guarantees to Landlord, its successors and assigns, the prompt and full payments to be made by Tenant under the Lease to the place of payment specified in the Lease, and the full performance and observance by Tenant of all the other terms, covenants and conditions to be performed and observed by Tenant, for which Guarantor shall be jointly and severally liable with Tenant. Guarantor is also responsible for any property damage to the leased premises (as defined in the Lease) for which Tenant is responsible under the Lease. In the event of Tenant’s breach of the Lease, Guarantor, in its sole discretion, will either cure the breach as may be required pursuant to the terms of the Lease or compensate Landlord for Landlord’s losses resulting from the breach. Guarantor hereby waives any notice on nonobservance, or proof of notice or demand. Guarantor agrees that in the event of Tenant’s default under the Lease provisions, Landlord may proceed against Guarantor before, after or simultaneously with proceeding against Tenant, and need not exhaust its options against Tenant prior to proceeding against Guarantor. 2. This Guarantee shall not be terminated, affected, or impaired in any manner by reason of the assertion by Landlord against Tenant of any of the rights or remedies reserved to Landlord pursuant to the Lease provisions; the commencement of summary or other proceedings against Tenant; the failure of Landlord to enforce any of its rights against Tenant; or the granting by Landlord of time extensions to Tenant. 3. Guarantor further covenants and agrees that Guarantor shall be bound by the provisions, terms, conditions, restrictions and limitations contained in the Lease which are to be observed or performed by Tenant, the same as if Guarantor were named therein as Tenant; and this Guarantee shall be absolute and unconditional and shall be in full force and effect with respect to any amendment, addition, assignment, sublease, transfer or other modification of the Lease whether or not Guarantor shall have knowledge of, shall have been notified of, or has agreed or consented to the same, provided, however, that notwithstanding any provision to the contrary contained in such amendment, addition, assignment, sublease, transfer or other modification, the financial obligations of Guarantor to pay rent and make other payments shall not be increased beyond the amounts specified in the Lease without Guarantor’s written consent, which may not be unreasonably withheld. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 2 4. If Landlord is at any time compelled to take action, by legal proceedings or otherwise, to enforce or compel compliance with the terms of this Guarantee, Guarantor shall, in addition to any other rights or remedies which Landlord may be entitled to hereunder or as a matter of law or in equity, pay to Landlord all costs, including reasonable attorneys’ fees incurred or expended by Landlord in connection therewith. 5. In the event this Lease is disaffirmed by a trustee in bankruptcy for Tenant, Guarantor agrees that it shall, at Landlord’s election, either assume the Lease and perform all of the covenants, terms and conditions of Tenant thereunder or enter into a new lease, which said new lease shall be in form and substance identical to the Lease. 6. Filing for bankruptcy by Tenant will not diminish Guarantor’s obligations under this Guarantee. 7. All duties and obligations of “Guarantor” pursuant to this Guarantee shall be binding upon Guarantor’s successors and assigns. 8. This Guarantee shall be governed by and construed in accordance with the laws of the state of _____. [Instruction: Insert state.] 9. Guarantor authorizes Landlord to obtain a copy of any consumer or credit report of Guarantor from any consumer reporting agency and to verify relevant information related to Guarantor’s creditworthiness from other persons such as banks, creditors, employers, existing and previous landlords, and other persons. 10. Guarantor will provide Guarantor’s current financial information (balance sheet and income statement) to Landlord within 30 days after request by Landlord. Landlord may request the financial information no more frequently than once every 12 months. 11. Guarantor agrees that, to the extent that Tenant makes a payment or payments to Landlord or receives any proceeds of collateral, which payment or payments or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside or otherwise are required to be repaid to Tenant, its estate, trustee, receiver or any other party, including, without limitation, under any bankruptcy law, state or federal law, common law, or equitable cause, then to the extent of such payment or repayment, the obligations of tenant or part thereof which has been paid, reduced or satisfied by such amount shall be reinstated and continued in full force and effect as of the date such initial payment, reduction or satisfaction occurred. Guarantor shall defend and indemnify Landlord of and from any claim or loss under this subparagraph, including Landlord’s legal fees and expenses in the defense of any such action or suit. 12. Guarantor waives and shall have no right of subrogation, indemnification, reimbursement or exoneration with respect to the liabilities of Tenant under the Lease, except as otherwise set forth herein or any rights of contribution from any other guarantors of such liabilities. 13. To the extent Tenant performs its obligations and covenants under the Lease, Guarantor shall be released from guaranteeing any such specific obligation and/or covenant, to the extent same has been fully performed. 14. The pronouns used herein shall include, where appropriate, either gender or both, singular and plural. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 3 15. If any provision of this agreement or the application thereof shall, for any reason and to any extent, be invalid or unenforceable, neither the remainder of this agreement nor the application of the provision to other persons, entities or circumstances shall be affected thereby, but instead shall be enforced to the maximum extent permitted by law. 16. It is understood and agreed that the terms and conditions contained herein constitute the entire agreement between the parties hereto and there are no covenants, representations, warranties or agreements whether express or implied except as expressly set out herein. 17. This document or any subsequent amendment thereto may be executed by facsimile and/or in one or more counterparts, each of which when so executed and delivered shall be deemed an original, but all of which taken together shall constitute but one and the same original. Each party shall accept any such signed faxed counterpart as full execution of this document or any subsequent amendment thereto. In Witness Whereof, this Guarantee is entered into this __ day of __, 20__. ______________________ Guarantor ______________________ Landlord [Comment: Parties should ensure jurisdictionally applicable acknowledgment is inserted here, as necessary.] © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 4 Exhibit A Lease © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 5
"Guarantee of Commercial Lease"