[{"data":1,"prerenderedAt":533},["ShallowReactive",2],{"document-general-continuing-guaranty-D399":3},{"document":4,"label":26,"preview":11,"thumb":27,"thumb600":28,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":29,"breadcrumb":33,"related":40,"customDescModule":186,"customdescription":6,"mdFm":187,"mdProseHtml":532},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":15,"keywords":25},"GENERAL CONTINUING GUARANTY This General Continuing Guaranty (the \"Guaranty\") is made and effective the [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Seller\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [GUARANTOR NAME] (the \"Guarantor\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] RECITALS In order to induce Guarantor and any other Co-Buyer or Participant as specified in the Agreements to extend and/or to continue to extend financial accommodations to the Seller specified below, or pursuant to any other present or future agreement between Buyer and Seller (hereinafter collectively referred to as the \"Agreements\"), and in consideration thereof, and in consideration of any loans, advances, or financial accommodations heretofore or hereafter granted by Buyer to or for the account of Seller, whether pursuant to the Agreements, or otherwise, the undersigned officer(s), authorized agent(s) or third party guarantors of Seller (hereinafter collectively and individually referred to as the Guarantor) hereby, jointly and severally, guarantees, promises and undertakes as follows: Guaranty of Obligations Guarantor unconditionally, absolutely and irrevocably guarantees and promises to pay to Buyer, on order or demand, in lawful money of [COUNTRY], any and all indebtedness and obligations of Seller to Buyer and the payment to Buyer of all sums which may be presently due and owing to Buyer from Seller whether under the Agreements or otherwise. The terms indebtedness and obligations are (hereinafter collectively referred to as the Obligations) used herein in their most comprehensive sense and include any and all advances, debts, obligations and liabilities of Seller, heretofore, now, or hereafter made, incurred or created, whether voluntarily or involuntarily, and however arising (including, without limitation, indebtedness owing by Seller to third parties who have granted Buyer a security interest in the accounts, chattel paper and general intangibles of said third party; and further including, without limitation, any and all attorneys' fees, expenses, costs, premiums, charges and interest owed by Seller to Buyer, whether under the Agreements, or otherwise) whether due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined, whether Seller may be liable individually or jointly with others, whether recovery upon such indebtedness may be or hereafter becomes barred by any statute of limitations or whether such indebtedness may be or hereafter becomes otherwise unenforceable, and includes Sellers prompt, full and faithful performance, observance and discharge of each and every term, condition, agreement, representation, warranty undertaking and provision to be performed by Seller under these Agreements. Continuing Guaranty This General Continuing Guaranty (the \"Guaranty\") is a continuing guaranty which shall remain effective until this Guaranty has been expressly terminated and relates to any obligations including those which arise under successive transactions which shall either continue the Obligations from time to time or renew them after they have been satisfied. Any such termination shall be applicable only after written notice to Buyer, and only to transactions having their inception prior to such date. No termination shall be effective until such time as Buyer is no longer committed or otherwise obligated to make any loans or advances, or to grant any credit to Seller. In the absence of any termination of this Guaranty, Guarantor agrees that nothing shall discharge or satisfy its obligations created hereunder except for the full payment and performance of the Obligations with interest. Rights are Independent Guarantor agrees that it is directly and primarily liable to Buyer, that the obligations hereunder are independent of the obligations of Seller and that a separate action or actions may be brought and prosecuted against Guarantor, whether action is brought against Seller or whether Seller is joined in any such action or actions. Guarantor agrees that any releases which may be given by Buyer to Seller or any other guarantor or endorser shall not release it from this Guaranty. Default In the event that any bankruptcy, insolvency, receivership or similar proceeding is instituted by or against Guarantor and/or the Seller or in the event that either the Guarantor or Seller become insolvent, make an assignment for the benefit of creditors or attempt to effect a composition with creditors, or if there be any default under the Agreements (whether declared or not), then, at Buyers election, without notice or demand, the Obligations of Guarantor created hereunder shall become due, payable and enforceable against Guarantor whether or not the Obligations are then due and payable. Indemnification Guarantor agrees to indemnify Buyer and hold Buyer harmless against all obligations, demands and liabilities, by whomsoever asserted and against all losses in any way suffered, incurred or paid by Buyer as a result of or in any way arising out of, following or consequential to transactions with Seller whether under the Agreements, or otherwise, and also agrees that this Guaranty shall not be impaired by any modification, supplement, extension or amendment of any contract or agreement to which Buyer and Seller may hereafter agree, nor by any modification, release or other alteration of any of the Obligations hereby guaranteed or of any security therefore, nor by any agreements or arrangements whatever with Seller or anyone else. Consent to Modifications Guarantor hereby authorizes Buyer, without notice or demand and without affecting its liability hereunder, from time to time to: Renew, compromise, extend, accelerate or otherwise change the time for the Obligations, or any part thereof, including, without limitation, increasing or decreasing any of the fees thereof; Take and hold security for the payment of the Obligations guaranteed hereby, and exchange, enforce, waive and release any such security; Apply such security and direct the order or manner of sale thereof as Buyer in its discretion may determine; Release or substitute any one or more endorser(s) or guarantor(s); and Assign, without notice, this Guaranty in whole or in part and Buyers rights hereunder to anyone at any time. Guarantor agrees that Buyer may do any or all of the foregoing in such manner, upon such terms, and at such times as Buyer, in its discretion, deems advisable, without, in any way or respect, impairing, affecting, reducing or releasing Guarantor from its undertakings hereunder and Guarantor hereby consents to each and all of the foregoing acts, events and occurrences. Waiver of Defenses Guarantor hereby waives any right to assert against Buyer as a defense, counterclaim, setoff on cross claim, any defense (legal or equitable), setoff, counterclaim and claim which Guarantor may now or at any time hereafter have against Seller and any other party liable to Buyer in any way or manner. Guarantor hereby waives all defenses, counterclaims and offsets of any kind or nature, arising directly or indirectly from the present or future lack of perfection, sufficiency, validity or enforceability of the agreements or any security interest thereunder.",null,"General Continuing Guaranty","5",54,"doc","https://templates.business-in-a-box.com/imgs/1000px/general-continuing-guaranty-D399.png","https://templates.business-in-a-box.com/imgs/250px/399.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#399.xml",{"title":6,"description":6},[16,19,22],{"label":17,"url":18},"Finance & Accounting","/templates/finance-accounting/",{"label":20,"url":21},"Business Loans","/templates/business-loan/",{"label":23,"url":24},"Guaranties & Collateral","/templates/guaranties-collateral/","general continuing guaranty","General Continuing Guaranty Template","https://templates.business-in-a-box.com/imgs/400px/399.png","https://templates.business-in-a-box.com/imgs/600px/399.png",[30,16,19,22],{"label":31,"url":32},"Templates","/templates/",[34,35,38],{"label":31,"url":32},{"label":36,"url":37},"Legal Agreements","/templates/business-legal-agreements/",{"label":23,"url":39},"/templates/guaranties-and-collateral/",[41,45,49,53,57,61,65,69,73,77,81,86,90,107,124,142,157,172],{"label":42,"url":43,"thumb":44,"extension":10},"Guaranty","/template/guaranty-D401","https://templates.business-in-a-box.com/imgs/250px/401.png",{"label":46,"url":47,"thumb":48,"extension":10},"Payment Guaranty","/template/payment-guaranty-D404","https://templates.business-in-a-box.com/imgs/250px/404.png",{"label":50,"url":51,"thumb":52,"extension":10},"Revocation of Guaranty","/template/revocation-of-guaranty-D409","https://templates.business-in-a-box.com/imgs/250px/409.png",{"label":54,"url":55,"thumb":56,"extension":10},"Unlimited Guaranty","/template/unlimited-guaranty-D412","https://templates.business-in-a-box.com/imgs/250px/412.png",{"label":58,"url":59,"thumb":60,"extension":10},"General Safety Rules","/template/general-safety-rules-D716","https://templates.business-in-a-box.com/imgs/250px/716.png",{"label":62,"url":63,"thumb":64,"extension":10},"General Safety Policy","/template/general-safety-policy-D715","https://templates.business-in-a-box.com/imgs/250px/715.png",{"label":66,"url":67,"thumb":68,"extension":10},"Guaranty of a Lease","/template/guaranty-of-a-lease-D1177","https://templates.business-in-a-box.com/imgs/250px/1177.png",{"label":70,"url":71,"thumb":72,"extension":10},"Guaranty Agreement","/template/guaranty-agreement-D13699","https://templates.business-in-a-box.com/imgs/250px/13699.png",{"label":74,"url":75,"thumb":76,"extension":10},"Continuing Education Center Business Plan","/template/continuing-education-center-business-plan-D11948","https://templates.business-in-a-box.com/imgs/250px/11948.png",{"label":78,"url":79,"thumb":80,"extension":10},"Termination of Future Guaranty","/template/termination-of-future-guaranty-D301","https://templates.business-in-a-box.com/imgs/250px/301.png",{"label":82,"url":83,"thumb":84,"extension":85},"General Ledger","/template/general-ledger-D12609","https://templates.business-in-a-box.com/imgs/250px/12609.png","xls",{"label":87,"url":88,"thumb":89,"extension":10},"General By-Laws","/template/general-by-laws-D1008","https://templates.business-in-a-box.com/imgs/250px/1008.png",{"description":91,"descriptionCustom":6,"label":92,"pages":93,"size":94,"extension":10,"preview":95,"thumb":96,"svgFrame":97,"seoMetadata":98,"parents":100,"keywords":99,"url":106},"LOAN AGREEMENT This Loan Agreement (\"Agreement\") is made and effective the [DATE], BETWEEN: [LENDER NAME] (the \"Lender\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Borrower\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] Promise to Pay Within [NUMBER] months from today, Borrower promises to pay to Lender the sum of [AMOUNT], and interest and other charges stated below. Responsibility Although this Agreement may be signed below by more than one person, Borrower understands that both parties are individuals responsible for paying back the full amount. Breakdown of Loan Amount of Loan: Other (Describe): Amount Financed: Finance Charge: Total of Payments: Annual Rate: Repayment Borrower will repay the amount of this note in [NUMBER] equal uninterrupted monthly installments of [AMOUNT] each on the [DAY] of each month starting on the [DATE], and ending on [DATE]. Prepayment Borrower has the right to prepay the whole outstanding amount at any time","Loan Agreement","2",513,"https://templates.business-in-a-box.com/imgs/1000px/loan-agreement-D417.png","https://templates.business-in-a-box.com/imgs/250px/417.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#417.xml",{"title":99,"description":6},"loan agreement",[101,103,105],{"label":17,"url":102},"finance-accounting",{"label":20,"url":104},"business-loan",{"label":20,"url":104},"/template/loan-agreement-D417",{"description":108,"descriptionCustom":6,"label":109,"pages":110,"size":111,"extension":10,"preview":112,"thumb":113,"svgFrame":114,"seoMetadata":115,"parents":116,"keywords":122,"url":123},"PROMISSORY NOTE This Promissory Note (the \"Note\") is made and effective the [DATE], BETWEEN: [LENDER NAME] (the \"Lender\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Borrower\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] TERMS FOR VALUE RECEIVED, the Borrower promises to pay to the order of Lender, at its principal office located at [ADDRESS], or at such other place that is designated in writing by the holder hereof, the principal sum of [AMOUNT], together with all charges and interest herein provided, payable at the rate and in the manner hereinafter set forth: Borrower shall make monthly payments of principal and interest at the rate of [%] per annum based upon an amortization of [NUMBER] months. Monthly payments shall be due on or before the first day of each month with the first payment being due on or before [DATE]. If not sooner paid, all amounts due under this Note, including principal, interest and other charges shall be due and payable in full on or before the first day of [MONTH], [YEAR] (the \"Maturity Date\"). Time is of the essence of the payment obligations hereunder and each monthly payment shall be due and payable on or before the first day of each month. This Note is and will be secured by a certain first priority security interest in all of the tangible and intangible property of the Borrower, to be recorded in all applicable governmental offices. The parties shall execute a separate security agreement, in form and substance acceptable to the Lender in all respects. Borrower agrees to execute any such security agreements presented by the Lender or other documents required by the Lender in order to perfect its security interest in the above described property. Said Security Agreement and any other instruments and documents executed in connection with or given as security for this Note shall hereinafter be referred to collectively as the \"Loan Documents.\" All of the terms, covenants, Conditions, representations and warranties contained in the Loan Documents are hereby made part of this Note to the same extent and with the same force and effect as if fully set forth herein. If all or any portion of any payment due hereunder is not received by the Lender within [NUMBER] calendar days after the date when such payment is due, Borrower shall pay a late charge equal to [%] of such payment, such late charge to be immediately due and payable without demand by Lender. Borrower shall have the right to prepay all (but not a portion) of the indebtedness evidenced by this Note at any time, by paying the Lender an amount equal to the sum of (I) the principal balance then outstanding, (ii) all interest accrued to the date of such prepayment, (iii) all interest calculated through the Maturity Date, and (iv) any late charge or charges then due and owing. If any payment under this Note is not paid in full by the [DAY] of any month during the term hereof or if the entire amount due as represented by this Note is not paid in full on or before the Maturity Date, or should default be made in the performance or observation of any of the terms, covenants, or conditions contained in the Loan Documents, or if any representation or warranty contained in the Loan Documents is breached or is or becomes untrue, this Note shall be in default, and the entire principal amount outstanding hereunder, accrued interest thereon, all late charges, if any, and any and all other charges due hereunder, shall, at Lender's option, immediately become due and payable, without further notice, the giving of such notice being expressly waived by the Borrower","Promissory Note","3",39,"https://templates.business-in-a-box.com/imgs/1000px/promissory-note-D434.png","https://templates.business-in-a-box.com/imgs/250px/434.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#434.xml",{"title":6,"description":6},[117,118,119],{"label":17,"url":102},{"label":20,"url":104},{"label":120,"url":121},"Promissory Notes","promisory-note","promissory note","/template/promissory-note-D434",{"description":125,"descriptionCustom":6,"label":126,"pages":127,"size":128,"extension":10,"preview":129,"thumb":130,"svgFrame":131,"seoMetadata":132,"parents":133,"keywords":140,"url":141},"COMMERCIAL LEASE AGREEMENT This Lease Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Landlord\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [TENANT NAME] (the \"Tenant\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] DESCRIPTION OF PREMISES Landlord leases to Tenant the premises located at [address], [city], [state], and described more particularly as follows: [insert legal description]. GRANT OF LEASE Landlord, in consideration of the rents to be paid and the covenants and agreements to be performed and observed by the Tenant, does hereby lease to the Tenant and the Tenant does hereby lease and take from the Landlord the property described in Exhibit \"A\" attached hereto and by reference made a part hereof (the \"Leased Premises\"), together with, as part of the parcel, all improvements located thereon. LEASE TERM Total Term of Lease: The term of this Lease shall begin on the commencement date, as defined in Section b) of this Article 3, and shall terminate on [DATE]. Commencement Date: The \"Commencement Date\" shall mean the date on which the Tenant shall commence to conduct business on the Leased Premised, so long as such date is not in excess of [NUMBER] days subsequent to execution hereof. EXTENSIONS The parties hereto may elect to extend this Agreement upon such terms and conditions as may be agreed upon in writing and signed by the parties at the time of any such extension. DETERMINATION OF RENT The Tenant agrees to pay the Landlord and the Landlord agrees to accept, during the term hereof, at such place as the Landlord shall from time to time direct by notice to the Tenant, rent at the following rates and times: Annual Rent: Annual rent for the term of the Lease shall be [AMOUNT], plus applicable sales tax. Payment of Yearly Rent: The annual rent shall be payable in advance in equal monthly installments of one-twelfth (1/12th) of the total yearly rent, which shall be [AMOUNT], on the first day of each and every calendar month during the term hereof, and prorata for the fractional portion of any month, except that on the first day of the calendar month immediately following the Commencement Date, the Tenant shall also pay to the Landlord rent at the said rate for any portion of the preceding calendar month included in the term of this Lease. Reference to yearly rent hereunder shall not be implied or construed to the effect that this Lease or the obligation to pay rent hereunder is from year to year, or for any term shorter than the existing Lease term, plus any extensions as may be agreed upon. A late fee in the amount of [AMOUNT] shall be assessed if payment is not postmarked or received by Landlord on or before the tenth day of each month. USE OF PROPERTY BY TENANT The Leased Premises may be occupied and used by Tenant exclusively as a [DESCRIBE], to be known as a [DESCRIBE]. Nothing herein shall give Tenant the right to use the property for any other purpose or to sublease, assign, or license the use of the property to any Sub-Tenant, assignee, or licensee, which or who shall use the property for any other use. RESTRICTIONS ON USE Tenant shall not use the demised premises in any manner that will increase risks covered by insurance on the demised premises and result in an increase in the rate of insurance or a cancellation of any insurance policy, even if such use may be in furtherance of Tenant's business purposes. Tenant shall not keep, use, or sell anything prohibited by any policy of fire insurance covering the demised premises, and shall comply with all requirements of the insurers applicable to the demised premises necessary to keep in force the fire and liability insurance. WASTE, NUISANCE, OR UNLAWFUL ACTIVITY Tenant shall not allow any waste or nuisance on the demised premises, or use or allow the demised premises to be used for any unlawful purpose. DELAY IN DELIVERING POSSESSION This lease agreement shall not be rendered void or voidable by the inability of Landlord to deliver possession to Tenant on the date set forth in Section 3. Landlord shall not be liable to Tenant for any loss or damage suffered by reason of such a delay; provided, however, that Landlord does deliver possession no later than [date]. In the event of a delay in delivering possession, the rent for the period of such delay will be deducted from the total rent due under this lease agreement. No extension of this lease agreement shall result from a delay in delivering possession. SECURITY DEPOSIT The Tenant has deposited with the Landlord the sum of [AMOUNT] as security for the full and faithful performance by the Tenant of all the terms of this lease required to be performed by the Tenant. Such sum shall be returned to the Tenant after the expiration of this lease, provided the Tenant has fully and faithfully carried out all of its terms. In the event of a bona fide sale of the property of which the leased premises are a part, the Landlord shall have the right to transfer the security to the purchaser to be held under the terms of this lease, and the Landlord shall be released from all liability for the return of such security to the Tenant. TAXES Property Taxes: The Tenant shall be liable for all taxes levied against any leasehold interest of the Tenant or personal property and trade fixtures owned or placed by the Tenant in the Leased Premises. Real Estate Taxes: During the continuance of this lease Landlord shall deliver to Tenant a copy of any real estate taxes and assessments against the Leased Property. From and after the Commencement Date, the Tenant shall pay to Landlord not later than [NUMBER] days after the day on which the same may become initially due, all real estate taxes and assessments applicable to the Leased Premises, together with any interest and penalties lawfully imposed thereon as a result of Tenant's late payment thereof, which shall be levied upon the Leased Premises during the term of this Lease. Contest of Taxes: The Tenant, at its own cost and expense, may, if it shall in good faith so desire, contest by appropriate proceedings the amount of any personal or real property tax. The Tenant may, if it shall so desire, endeavor at any time or times, by appropriate proceedings, to obtain a reduction in the assessed valuation of the Leased Premises for tax purposes. In any such event, if the Landlord agrees, at the request of the Tenant, to join with the Tenant at Tenant's expense in said proceedings and the Landlord agrees to sign and deliver such papers and instruments as may be necessary to prosecute such proceedings, the Tenant shall have the right to contest the amount of any such tax and the Tenant shall have the right to withhold payment of any such tax, if the statute under which the Tenant is contesting such tax so permits. Payment of Ordinary Assessments: The Tenant shall pay all assessments, ordinary and extraordinary, attributable to or against the Leased Premises not later than [NUMBER] days after the day on which the same became initially due. The Tenant may take the benefit of any law allowing assessments to be paid in installments and in such event the Tenant shall only be liable for such installments of assessments due during the term hereof. ","Commercial Lease Agreement","19",145,"https://templates.business-in-a-box.com/imgs/1000px/lease-agreement-D1179.png","https://templates.business-in-a-box.com/imgs/250px/1179.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#1179.xml",{"title":6,"description":6},[134,137],{"label":135,"url":136},"Real Estate","real-estate-business",{"label":138,"url":139},"Business Checklists","business-checklists","lease agreement","/template/lease-agreement-D1179",{"description":143,"descriptionCustom":6,"label":144,"pages":145,"size":146,"extension":10,"preview":147,"thumb":148,"svgFrame":149,"seoMetadata":150,"parents":151,"keywords":155,"url":156},"INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (\"Agreement\") is made and effective [Date], BETWEEN: [INDEPENDENT CONTRACTOR NAME] (the \"Independent Contractor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS Independent Contractor is engaged in providing [Describe] business services, its Employer Tax I.D. Number is [Insert], and its Business License Number is [insert]. Independent Contractor has complied with all Federal, State, and local laws regarding business permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement. Independent Contractor is or remains open to conducting similar tasks or activities for clients other than the Company and holds themselves out to the public to be a separate business entity. Company desires to engage and contract for the services of the Independent Contractor to perform certain tasks as set forth below. Independent Contractor desires to enter into this Agreement and perform as an independent contractor for the company and is willing to do so on the terms and conditions set forth below. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows: TERMS This Agreement shall be effective commencing [Date], and shall continue until terminated at the completion of the Scope of Work which shall occur no later than [Date] or by either party as otherwise provided herein. STATUS OF INDEPENDENT CONTRACTOR This Agreement does not constitute a hiring by either party. It is the parties intentions that Independent Contractor shall have an independent contractor status and not be an employee for any purposes, including, but not limited to, [laws]. Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing. TASKS, DUTIES, AND SCOPE OF WORK Independent Contractor agrees to devote as much time, attention, and energy as necessary to complete or achieve the following: [Describe]. The above to be referred to in this Agreement as the \"Scope of Work\". It is expected that the Scope of Work will completed by [Date]. Independent Contractor shall additionally perform any and all tasks and duties associated with the Scope of Work set forth above, including but not limited to, work being performed already or related change orders. Independent Contractor shall not be entitled to engage in any activities which are not expressly set forth by this Agreement. The books and records related to the Scope of Work set forth in this Agreement shall be maintained by the Independent Contractor at the Independent Contractor's principal place of business and open to inspection by Company during regular working hours. Documents to which Company will be entitled to inspect include, but are not limited to, any and all contract documents, change orders/purchase orders and work authorized by Independent Contractor or Company on existing or potential projects related to this Agreement. Independent Contractor shall be responsible to the management and directors of Company, but Independent Contractor will not be required to follow or establish a regular or daily work schedule. Supply all necessary equipment, materials and supplies. Independent Contractor will not rely on the equipment or offices of Company for completion of tasks and duties set forth pursuant to this Agreement. Any advice given Independent Contractors regarding the scope of work shall be considered a suggestion only, not an instruction. Company retains the right to inspect, stop, or alter the work of Independent Contractor to assure its conformity with this Agreement. ASSURANCE OF SERVICES Independent Contractor will assure that the following individuals (the \"Key Employees\") will be available to perform, and will perform, the Services hereunder until they are completed (identify by title and name as applicable): [Name of Key Employee, Title] [Name of Key Employee, Title] The Key Employees may be changed only with the prior written approval of the Company, which approval shall not be unreasonably withheld. COMPENSATION Independent Contractor shall be entitled to compensation for performing those tasks and duties related to the Scope of Work as follows: [Describe] Such compensation shall become due and payable to Independent Contractor in the following time, place, and manner: [Describe] NOTICE CONCERNING WITHHOLDING OF TAXES Independent Contractor recognizes and understands that it will receive a [specify tax] statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. Independent Contractor hereby promises and agrees to indemnify the Company for any damages or expenses, including attorney's fees, and legal expenses, incurred by the Company as a result of independent contractor's failure to make such required payments. AGREEMENT TO WAIVE RIGHTS TO BENEFITS Independent Contractor hereby waives and foregoes the right to receive any benefits given by Company to its regular employees, including, but not limited to, health benefits, vacation and sick leave benefits, profit sharing plans, etc. This waiver is applicable to all non-salary benefits which might otherwise be found to accrue to the Independent Contractor by virtue of their services to Company, and is effective for the entire duration of Independent Contractor's agreement with Company. This waiver is effective independently of Independent Contractor's employment status as adjudged for taxation purposes or for any other purpose. Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the consent of the other. TERMINATION This Agreement may be terminated prior to the completion or achievement of the Scope of Work by either party giving [number] days written notice. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement. NON-DISCLOSURE OF TRADE SECRETS, CUSTOMER LISTS AND OTHER PROPRIETARY INFORMATION Independent Contractor agrees not to disclose or communicate, in any manner, either during or after Independent Contractor's agreement with Company, information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Company. Independent Contractor acknowledges that the above information is material and confidential and that it affects the profitability of Company. ","Independent Contractor Agreement","6",62,"https://templates.business-in-a-box.com/imgs/1000px/independent-contractor-agreement-D160.png","https://templates.business-in-a-box.com/imgs/250px/160.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#160.xml",{"title":6,"description":6},[152],{"label":153,"url":154},"Consultant & Contractors","consulting-contractor-business","independent contractor agreement","/template/independent-contractor-agreement-D160",{"description":158,"descriptionCustom":6,"label":159,"pages":110,"size":94,"extension":10,"preview":160,"thumb":161,"svgFrame":162,"seoMetadata":163,"parents":165,"keywords":164,"url":171},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":164,"description":6},"non disclosure agreement nda",[166,168],{"label":36,"url":167},"business-legal-agreements",{"label":169,"url":170},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":173,"descriptionCustom":6,"label":174,"pages":175,"size":176,"extension":10,"preview":177,"thumb":178,"svgFrame":179,"seoMetadata":180,"parents":181,"keywords":184,"url":185},"SECURITY AGREEMENT This Security Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [SECURED PARTY NAME] (the \" Secured Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Debtor\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] For value received, the undersigned Debtor, promises to pay to the order of [name], together with any other holder of this note (\"Secured Party\"), [amount], with interest at the rate of [%] per annum. Payment shall be made in successive equal monthly installments of [amount]. Each such Installment is payable on the [day] of each month, commencing on [date]. Recitals WHEREAS, the Secured Party has extended to the Debtor a certain loan as evidenced by a certain promissory note, in the original principal amount equal to [amount] dated on even date herewith (the \"Note\"); and WHEREAS, the Debtor wishes to grant a first priority security interest in and to all of the Debtor's tangible and intangible personal property pursuant to the terms hereof; NOW, THEREFORE, for and in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the parties hereto covenant and agree as follows: DEFINITIONS The following terms shall have the meanings herein specified unless the context otherwise requires. Such definitions shall be equally applicable to the singular and plural forms of the terms defined: \"Contracts\" shall mean all contracts between the Debtor and one or more additional parties. \"Contract Rights\" shall mean all rights of the Debtor (including, without limitation, all rights to payment) under each Contract. \"Copyrights\" shall mean any [country] copyright to which the Debtor now or hereafter has title, as well as any application for a [country] copyright hereafter made by the Debtor. \"Equipment\" shall mean any \"equipment,\" as such term is defined in the [law or code] as in effect on the date hereof in the State of [state/province], now or hereafter owned by Debtor and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles now or hereafter owned by the Debtor and any and all additions, substitutions and replacements of, any of the foregoing, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto. \"General Intangibles\" shall have the meaning assigned that term under the [LAW OR CODE] as in effect on the date hereof in the State of [state/province]. \"Goods\" shall have the meaning assigned that term under the [LAW OR CODE] as in effect on the date hereof in the State of [state/province]. \"Inventory\" shall mean all raw materials, workinprocess, and finished inventory of the Debtor of every type or description and all documents of title covering such inventory, and shall specifically include all \"inventory\" as such term is defined in the [law or code] as in effect on the date hereof in the State of [state/province], now or hereafter owned by the Debtor. \"Marks\" shall mean any trademarks and service marks now held or hereafter acquired by the Debtor, which are registered in the [country] Patent and Trademark Office, as well as any unregistered marks used by the Debtor in the [COUNTRY] and trade dress, including logos and/or designs, in connection with which any of these registered or unregistered marks are used. \"Obligations\" shall mean: (i) all indebtedness, obligations and liabilities (including, without limitation, guarantees and other contingent liabilities) of the Debtor to the Secured Party, including but not limited to the Note; (ii) any and all sums advanced by the Secured Party in order to preserve the Collateral or preserve its security interest in the Collateral; and (iii) in the event of any proceeding for the collection or enforcement of any indebtedness, obligations or liabilities of the Debtor referred to in clause (i), after an Event of Default shall have occurred and be continuing, the reasonable expenses of retaking, holding, preparing for sale or lease, selling or otherwise disposing or realizing on the Collateral, or of any exercise by the Collateral Agent of its rights hereunder, together with reasonable attorneys' fees and court costs. \"Patents\" shall mean any [country] patent to which the Debtor now or hereafter has title, as well as any application for a [country] patent now or hereafter made by Debtor. \"Proceeds\" shall have the meaning assigned that term under the [law or code] as in effect in the State of [state/province] on the date hereof or under other relevant law and, in any event, shall include, but not be limited to, (i) any and all proceeds of any insurance, indemnity, warranty or guaranty payable to the Secured Party or the Debtor from time to time with respect to any of the Collateral, (ii) any and all payments (in any form whatsoever) made or due and payable to the Debtor from time to time in connection with any requisition, confiscation, condemnation, seizure or forfeiture of all or any part of the Collateral by any governmental authority and (iii) any and all other amounts from time to time paid or payable under or in connection with any of the Collateral. \"Receivables\" shall mean any \"account\" as such term is defined in the [law or code] as in effect on the date hereof in the State of [STATE/PROVINCE], now or hereafter owned by Debtor and, in any event, shall include, but shall not be limited to, all of the Debtor's rights to payment for goods sold or leased or services performed by the Debtor, whether now in existence or arising from time to time hereafter, including, without limitation, rights evidenced by an account, note, contract, security agreement, or other evidence of indebtedness or security, together with (i) all security pledged, assigned, hypothecated or granted to or held by the Debtor to secure the foregoing; (ii) all of the Debtor's right, title and interest in and to any goods, the sale of which gave rise thereto; (iii) all guarantees, endorsements and indemnifications on, or of, any of the foregoing; (iv) all powers of attorney for the execution of any evidence of indebtedness or security or other writing in connection therewith; (v) all books, records, ledger cards and invoices relating thereto; (vi) all evidences of the filing of financing statements and other statements and the registration of other instruments in connection therewith and amendments thereto, notices to other creditors or secured parties, and certificates from filing or other registration officers; (vii) all credit information, reports and memoranda relating thereto and (viii) all other writings related in any way to the foregoing. GRANT OF SECURITY INTEREST The Debtor does hereby grant to the Secured Party a continuing security interest of first priority in all of the right, title and interest of the Debtor in, to and under all of the following property whether now existing or hereafter created or arising: ","Security Agreement","10",96,"https://templates.business-in-a-box.com/imgs/1000px/security-agreement-D915.png","https://templates.business-in-a-box.com/imgs/250px/915.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#915.xml",{"title":6,"description":6},[182,183],{"label":36,"url":167},{"label":36,"url":167},"security agreement","/template/security-agreement-D915",false,{"seo":188,"reviewer":199,"legal_disclaimer":203,"quick_facts":204,"at_a_glance":206,"personas":210,"variants":235,"glossary":262,"clauses":296,"how_to_fill":346,"common_mistakes":387,"faqs":412,"industries":440,"comparisons":457,"diy_vs_lawyer":472,"jurisdictions":485,"related_template_ids_curated":506,"schema":519,"classification":520},{"meta_title":189,"meta_description":190,"primary_keyword":191,"secondary_keywords":192},"General Continuing Guaranty Template (Free Word)","Free general continuing guaranty template for lenders, landlords, and creditors. Trusted by companies in USA, Canada, UK, Australia, and 190+ countries. Free Word and PDF download.","general continuing guaranty template",[193,194,195,196,197,198],"continuing guaranty agreement","personal guaranty template","commercial guaranty template","continuing guarantee template free","guaranty of payment template word","business loan guaranty template",{"name":200,"credential":201,"reviewed_date":202},"Bruno Goulet","CEO, Business in a Box","2026-05-02",true,{"difficulty":205,"legal_review_recommended":203,"signature_required":203,"notarization_required":186},"advanced",{"what_it_is":207,"when_you_need_it":208,"whats_inside":209},"A General Continuing Guaranty is a legally binding agreement in which a guarantor (typically a business owner or principal) personally or corporately guarantees all present and future obligations owed by a borrower or obligor to a creditor — without a fixed cap or expiration date. This free Word download gives lenders, landlords, and suppliers a court-enforceable instrument they can edit online and export as PDF in under 30 minutes.\n","Use it when extending credit, issuing a commercial loan, entering a lease, or opening a trade account where the creditor requires a secondary obligor to stand behind the primary debtor's obligations. It is most commonly executed alongside a loan agreement, commercial lease, or supply contract.\n","Identification of the guarantor, creditor, and principal debtor; a broad guaranty of payment covering all current and future indebtedness; waivers of notice, demand, and suretyship defenses; creditor remedies; governing law; and signature blocks for all parties.\n",[211,215,219,223,227,231],{"title":212,"use_case":213,"icon_asset_id":214},"Small business lenders","Securing a personal guaranty from a business owner before funding a commercial loan","persona-lender",{"title":216,"use_case":217,"icon_asset_id":218},"Commercial landlords","Requiring a principal's personal guaranty on a startup tenant's office or retail lease","persona-landlord",{"title":220,"use_case":221,"icon_asset_id":222},"Trade creditors and suppliers","Backing an open trade account with a continuing guaranty from the business owner","persona-supplier",{"title":224,"use_case":225,"icon_asset_id":226},"SBA lenders and community banks","Meeting regulatory requirements for full personal guaranty on loans above $150K","persona-banker",{"title":228,"use_case":229,"icon_asset_id":230},"Franchise operators","Guaranteeing franchise fee and royalty obligations to a franchisor","persona-franchise-applicant",{"title":232,"use_case":233,"icon_asset_id":234},"Corporate treasury teams","Issuing a parent company guaranty for a subsidiary's credit facility","persona-cfo",[236,240,244,247,251,254,258],{"situation":237,"recommended_template":238,"slug":239},"Guaranteeing a single, defined loan or transaction with a fixed amount","Limited Guaranty Agreement","guaranty-agreement-D13699",{"situation":241,"recommended_template":242,"slug":243},"Backing a commercial real estate or office lease","Lease Guaranty Agreement","guaranty-of-a-lease-D1177",{"situation":245,"recommended_template":246,"slug":239},"Parent company guaranteeing a subsidiary's obligations","Corporate Guaranty Agreement",{"situation":248,"recommended_template":249,"slug":250},"Personal guaranty required alongside an SBA 7(a) loan","SBA Personal Guaranty (Form 148)","request-release-of-personal-guaranty-D299",{"situation":252,"recommended_template":253,"slug":239},"Guaranteeing performance of a construction or service contract","Performance Guaranty Agreement",{"situation":255,"recommended_template":256,"slug":257},"Backing a trade credit line for a supplier relationship","Trade Credit Guaranty","guaranty-D401",{"situation":259,"recommended_template":260,"slug":261},"Guaranty limited to a specific dollar ceiling or time period","Capped Continuing Guaranty","general-continuing-guaranty-D399",[263,266,269,272,275,278,281,284,287,290,293],{"term":264,"definition":265},"Guarantor","The individual or entity that promises to pay or perform if the primary debtor defaults on their obligations.",{"term":267,"definition":268},"Principal Debtor (Obligor)","The borrower, tenant, or buyer whose obligations to the creditor are being guaranteed by a third party.",{"term":270,"definition":271},"Creditor (Obligee)","The lender, landlord, or supplier to whom the guaranty is given — the party entitled to call on the guaranty if the principal debtor defaults.",{"term":273,"definition":274},"Continuing Guaranty","A guaranty that covers all present and future obligations of the principal debtor, remaining in effect until formally revoked or the underlying debt is extinguished.",{"term":276,"definition":277},"Guaranty of Payment","An absolute promise by the guarantor to pay the debt directly upon the debtor's default, without requiring the creditor to first pursue the debtor.",{"term":279,"definition":280},"Guaranty of Collection","A conditional guaranty under which the creditor must first exhaust remedies against the debtor before the guarantor is obligated to pay — less favorable to creditors than a guaranty of payment.",{"term":282,"definition":283},"Suretyship Defenses","Legal defenses available to a guarantor — such as modification of the underlying obligation, release of collateral, or failure of consideration — that can reduce or eliminate the guarantor's liability.",{"term":285,"definition":286},"Waiver of Demand and Notice","A clause in which the guarantor voluntarily gives up the right to receive notice of the debtor's default before the creditor can pursue the guaranty.",{"term":288,"definition":289},"Subrogation","The guarantor's right, after paying the creditor, to step into the creditor's shoes and pursue the principal debtor for reimbursement.",{"term":291,"definition":292},"Anti-Marshaling Clause","A provision preventing the guarantor from requiring the creditor to apply collateral in a specific order before seeking payment under the guaranty.",{"term":294,"definition":295},"Revocation","The formal termination of a continuing guaranty for future obligations, which a guarantor may typically exercise by written notice — though obligations already incurred before revocation generally remain.",[297,302,306,311,316,321,326,331,336,341],{"name":298,"plain_english":299,"sample_language":300,"common_mistake":301},"Parties and Recitals","Identifies the guarantor, the creditor, and the principal debtor, and states the business context — what underlying credit relationship or transaction the guaranty supports.","This General Continuing Guaranty ('Guaranty') is entered into as of [DATE] by [GUARANTOR FULL LEGAL NAME] ('Guarantor') in favor of [CREDITOR LEGAL NAME] ('Creditor'). Creditor has extended or agreed to extend credit to [PRINCIPAL DEBTOR LEGAL NAME] ('Debtor') pursuant to [DESCRIBE UNDERLYING AGREEMENT].","Using a trade name or DBA for the guarantor instead of the guarantor's full legal name as an individual or registered entity — making the guaranty difficult to enforce in court.",{"name":276,"plain_english":303,"sample_language":304,"common_mistake":305},"The core obligation clause: the guarantor absolutely and unconditionally promises to pay all amounts owed by the debtor to the creditor, on demand, without requiring the creditor to first sue or exhaust remedies against the debtor.","Guarantor hereby absolutely, unconditionally, and irrevocably guarantees to Creditor the full and prompt payment when due — whether at stated maturity, by acceleration, or otherwise — of all Obligations of Debtor to Creditor, now existing or hereafter arising.","Drafting the guaranty as a guaranty of collection rather than a guaranty of payment — requiring the creditor to exhaust remedies against the debtor first, which defeats the purpose of a continuing guaranty.",{"name":307,"plain_english":308,"sample_language":309,"common_mistake":310},"Definition of Guaranteed Obligations","Broadly defines what obligations are covered — including principal, interest, fees, costs, expenses, and any future advances or renewals — so there is no ambiguity about what the guaranty secures.","'Obligations' means all indebtedness, liabilities, and obligations of Debtor to Creditor of every kind and description, direct or indirect, secured or unsecured, joint or several, absolute or contingent, due or to become due, now existing or hereafter arising, including all interest, fees, costs, and expenses of enforcement.","Limiting the definition of obligations to the original loan amount and omitting future advances, renewal notes, or accrued interest — leaving the creditor exposed on amounts incurred after the initial transaction.",{"name":312,"plain_english":313,"sample_language":314,"common_mistake":315},"Unconditional Nature and Waivers","States that the guaranty is absolute and lists the suretyship defenses the guarantor waives — including waiver of demand, notice of default, notice of acceptance, and defenses arising from creditor modifications to the underlying debt.","The obligations of Guarantor hereunder are absolute and unconditional. Guarantor waives: (a) notice of acceptance of this Guaranty; (b) presentment, demand, notice of dishonor, and protest; (c) notice of any modification, renewal, or extension of the Obligations; and (d) any right to require Creditor to first proceed against Debtor or any collateral.","Omitting a comprehensive waiver of suretyship defenses and relying on boilerplate. Courts in many jurisdictions require the specific waivers to be enumerated and clearly stated to be effective.",{"name":317,"plain_english":318,"sample_language":319,"common_mistake":320},"Continuing Nature and Revocation","Confirms the guaranty remains in full force for all future obligations until formally revoked in writing, and that revocation only affects obligations incurred after the revocation notice is received.","This Guaranty is a continuing guaranty and shall remain in full force and effect until Creditor receives written notice of revocation signed by Guarantor. Revocation shall not affect Guarantor's obligations with respect to any Obligations incurred prior to Creditor's actual receipt of such notice.","Failing to include a revocation provision at all — which can leave the guarantor exposed indefinitely on a relationship the debtor has materially changed.",{"name":322,"plain_english":323,"sample_language":324,"common_mistake":325},"Independent Obligation and Creditor Remedies","Confirms the guarantor's liability is independent of the principal debtor's — the creditor may pursue the guarantor directly and simultaneously with or before pursuing the debtor or any collateral.","Creditor may, at its option, proceed against Guarantor directly and independently of Debtor, without first pursuing any other remedy or realizing on any security. Guarantor's liability shall not be affected by any impairment, release, or non-perfection of collateral securing the Obligations.","Including language that inadvertently creates a condition requiring the creditor to first exhaust security or pursue the debtor, which converts a payment guaranty into a collection guaranty.",{"name":327,"plain_english":328,"sample_language":329,"common_mistake":330},"Subrogation and Contribution","Addresses the guarantor's right to seek reimbursement from the debtor after paying the creditor, and subordinates that right until the creditor is paid in full — preventing the guarantor from competing with the creditor for recovery.","Guarantor shall not exercise any right of subrogation, contribution, or reimbursement against Debtor until all Obligations have been indefeasibly paid in full to Creditor. Any payments received by Guarantor in violation of this provision shall be held in trust for Creditor.","Allowing the guarantor to exercise subrogation rights while the debtor's obligations remain outstanding — creating a competing claim that can impair the creditor's security position in bankruptcy.",{"name":332,"plain_english":333,"sample_language":334,"common_mistake":335},"Representations and Warranties of Guarantor","The guarantor confirms they have reviewed the underlying obligation, have the authority to execute the guaranty, are not insolvent, and are entering the guaranty voluntarily with full understanding of its terms.","Guarantor represents and warrants that: (a) Guarantor has full legal capacity and authority to execute this Guaranty; (b) this Guaranty constitutes a legal, valid, and binding obligation enforceable against Guarantor; (c) Guarantor is not insolvent; and (d) Guarantor has independently reviewed the Obligations and has not relied on any representation by Creditor.","Omitting the representation that the guarantor is not insolvent at signing — which can allow a guarantor to argue the guaranty is a fraudulent transfer if they were balance-sheet insolvent when they signed.",{"name":337,"plain_english":338,"sample_language":339,"common_mistake":340},"Governing Law, Jurisdiction, and Jury Waiver","Specifies the state or jurisdiction whose law governs the guaranty, where disputes will be resolved, and — where enforceable — waives the right to a jury trial to allow faster and more predictable enforcement.","This Guaranty shall be governed by the laws of the State of [STATE], without regard to conflicts of law principles. Guarantor consents to personal jurisdiction in [COUNTY], [STATE]. TO THE EXTENT PERMITTED BY APPLICABLE LAW, GUARANTOR HEREBY WAIVES ANY RIGHT TO A TRIAL BY JURY.","Choosing a governing law with no meaningful connection to either party. Several states will not enforce a contractual choice of law that bears no reasonable relationship to the transaction.",{"name":342,"plain_english":343,"sample_language":344,"common_mistake":345},"Miscellaneous (Integration, Severability, Amendment)","Standard boilerplate confirming this document is the entire agreement between the parties on the guaranty, that invalid clauses can be severed without voiding the whole document, and that amendments require written consent of both parties.","This Guaranty constitutes the entire agreement of Guarantor with respect to the subject matter hereof and supersedes all prior understandings. If any provision is held invalid, the remaining provisions shall remain in full force. This Guaranty may not be amended except by a written instrument signed by both parties.","Omitting a severability clause — if a court strikes an overbroad waiver provision, the absence of severability language can cause courts to void the entire guaranty rather than just the offending clause.",[347,352,357,362,367,372,377,382],{"step":348,"title":349,"description":350,"tip":351},1,"Identify all parties with full legal names","Enter the guarantor's full legal name (individual or registered entity), the creditor's legal name, and the principal debtor's legal name. Confirm each name matches government-issued ID or corporate registration documents.","For individual guarantors, include their home address in addition to any business address — this is required for enforcement and service of process in most jurisdictions.",{"step":353,"title":354,"description":355,"tip":356},2,"Describe the underlying obligation","In the recitals, clearly reference the underlying credit agreement, lease, or supply contract being guaranteed — include the agreement date and the maximum credit limit or loan amount if applicable.","A specific reference to the underlying agreement prevents disputes about which obligations are covered and helps courts quickly identify the guaranty's scope.",{"step":358,"title":359,"description":360,"tip":361},3,"Define the scope of guaranteed obligations","Confirm that the definition of 'Obligations' covers principal, accrued interest, fees, costs of enforcement, and any future advances or renewals of the underlying debt. Broaden or narrow this scope deliberately based on the transaction.","If the creditor intends to extend future credit beyond the initial amount, ensure 'future advances' and 'renewals' are explicitly included — courts may not imply them.",{"step":363,"title":364,"description":365,"tip":366},4,"Review and confirm the waivers of suretyship defenses","Read each waiver carefully and ensure it reflects the agreed transaction. Standard waivers include waiver of demand, notice, presentment, and defenses arising from modifications or release of collateral.","Have the guarantor initial or acknowledge each waiver separately if required by local law or the creditor's underwriting standards — some institutional lenders require this.",{"step":368,"title":369,"description":370,"tip":371},5,"Set the governing law and jurisdiction","Enter the state or country whose law will govern the guaranty and the forum for dispute resolution. Match the governing law to the jurisdiction with the most significant connection to the transaction — typically where the creditor is located or where the underlying agreement will be performed.","Confirm that the selected jurisdiction enforces jury waivers — several states, including California, significantly restrict contractual jury trial waivers.",{"step":373,"title":374,"description":375,"tip":376},6,"Complete the guarantor's representations","Verify that the guarantor can truthfully make each representation — legal capacity, authority, solvency, and voluntary execution. For corporate guarantors, attach a board resolution or officer's certificate confirming authorization.","If the guarantor is a married individual in a community property state (e.g., California, Texas, Arizona), obtain the non-guarantor spouse's signature or consent to bind community property assets.",{"step":378,"title":379,"description":380,"tip":381},7,"Execute before or at the same time as the underlying agreement","The guaranty should be signed contemporaneously with — or before — the underlying credit agreement, lease, or supply contract. Post-execution guaranties may lack consideration and face enforceability challenges.","In transactions where the guaranty is a condition to closing, include a condition precedent in the underlying agreement that requires delivery of a fully executed guaranty.",{"step":383,"title":384,"description":385,"tip":386},8,"Retain executed originals and store securely","The creditor should retain at least one fully executed original. For high-value guaranties, notarize the guarantor's signature to facilitate recording or enforcement in foreign jurisdictions.","Store executed guaranties alongside the underlying credit file so they are immediately accessible if enforcement becomes necessary — a guaranty is worthless if it cannot be located.",[388,392,396,400,404,408],{"mistake":389,"why_it_matters":390,"fix":391},"Using a guaranty of collection instead of a guaranty of payment","A guaranty of collection requires the creditor to exhaust all remedies against the debtor before pursuing the guarantor — defeating the purpose of the guaranty and adding months or years to recovery.","Use explicit 'guaranty of payment' language confirming the guarantor's obligation is primary and direct, and that the creditor need not pursue the debtor or any collateral first.",{"mistake":393,"why_it_matters":394,"fix":395},"Failing to enumerate suretyship defense waivers specifically","Courts in many jurisdictions require specific, enumerated waivers to be effective. A general 'waiver of all defenses' clause is routinely challenged and sometimes struck down entirely.","List each waiver individually — demand, notice of acceptance, notice of default, modifications, release of collateral, and impairment of security — rather than relying on a blanket waiver.",{"mistake":397,"why_it_matters":398,"fix":399},"Signing the guaranty after the underlying obligation is already incurred","A guaranty executed after the underlying credit is advanced may lack fresh consideration, rendering it unenforceable in common-law jurisdictions — especially for future advances clauses.","Execute the guaranty at or before closing of the underlying transaction. If a post-closing guaranty is unavoidable, document specific additional consideration provided to the guarantor at the time of signing.",{"mistake":401,"why_it_matters":402,"fix":403},"Omitting the subrogation subordination provision","If the guarantor can exercise subrogation rights while the debtor's obligations remain outstanding, the guarantor becomes a competing creditor — potentially impairing the primary creditor's position in insolvency proceedings.","Include an explicit subordination of subrogation rights until all obligations are indefeasibly paid in full, and add a constructive trust provision for any payments received in violation.",{"mistake":405,"why_it_matters":406,"fix":407},"Not obtaining spousal consent in community property states","In community property states, a guaranty signed by only one spouse may not reach community assets — leaving half or more of the guarantor's net worth beyond the creditor's reach.","Require the non-guarantor spouse to sign a spousal consent addendum whenever the guarantor is married and resides in a community property jurisdiction.",{"mistake":409,"why_it_matters":410,"fix":411},"Allowing unlimited future advances without a cap or review right","A continuing guaranty with no ceiling can expose the guarantor to obligations far beyond what they understood or intended at signing — and courts may be sympathetic to guarantors who were not informed of subsequent credit increases.","If the parties intend to limit the guaranty, define the maximum exposure in dollars or state a review trigger (e.g., written notice before any advance exceeding $[X]) rather than relying on the guarantor's general awareness.",[413,416,419,422,425,428,431,434,437],{"question":414,"answer":415},"What is a general continuing guaranty?","A general continuing guaranty is a binding legal agreement in which a guarantor promises to pay all present and future obligations of a principal debtor to a creditor — without a fixed dollar cap or expiration date. Unlike a limited guaranty that covers a single transaction, a continuing guaranty remains in effect and covers any new obligations incurred under the underlying credit relationship until it is formally revoked or all debts are extinguished. It is most commonly used by lenders, commercial landlords, and suppliers who extend ongoing credit.\n",{"question":417,"answer":418},"What is the difference between a guaranty of payment and a guaranty of collection?","A guaranty of payment is an absolute obligation: the creditor can demand payment from the guarantor immediately upon the debtor's default, without first pursuing the debtor or any collateral. A guaranty of collection is conditional: the creditor must first exhaust remedies against the debtor before the guarantor is required to pay. Creditors strongly prefer guaranties of payment because they reduce recovery time significantly. This template is structured as a guaranty of payment.\n",{"question":420,"answer":421},"Who typically signs a general continuing guaranty?","In small business lending, the business owner or majority shareholder typically signs a personal guaranty to back the company's obligations. In commercial real estate, a startup or thinly capitalized tenant's principal will guaranty the lease. Parent companies often provide corporate guaranties for subsidiary credit facilities. The SBA requires a personal guaranty from anyone owning 20% or more of an SBA loan borrower.\n",{"question":423,"answer":424},"Can a guarantor revoke a continuing guaranty?","Generally, yes — a guarantor can revoke a continuing guaranty for future obligations by delivering written notice to the creditor. However, revocation only applies to obligations incurred after the creditor actually receives the notice. Obligations already outstanding at the time of revocation remain fully guaranteed. The revocation provision in this template follows this standard approach. Some guaranties restrict or condition the right to revoke — review the specific language carefully.\n",{"question":426,"answer":427},"Is a general continuing guaranty enforceable without notarization?","In most US states and Canadian provinces, a guaranty does not need to be notarized to be enforceable — a witnessed signature is generally sufficient. However, notarization is advisable for high-value guaranties, for guarantors in foreign jurisdictions, or where the creditor may need to record the guaranty against real property. Some institutional lenders require notarization as a matter of underwriting policy. Confirm requirements with local counsel for cross-border transactions.\n",{"question":429,"answer":430},"What happens to the guaranty if the underlying debt is modified or refinanced?","A well-drafted continuing guaranty survives modifications, renewals, extensions, and refinancings of the underlying obligation — this is the purpose of the comprehensive waivers clause. Without those waivers, certain modifications may release the guarantor under traditional suretyship law. This is why enumerated waivers of suretyship defenses are a critical component of any enforceable continuing guaranty. Creditors should confirm that any material modification to the underlying debt is covered by the waiver language before proceeding.\n",{"question":432,"answer":433},"What is the difference between a continuing guaranty and a limited guaranty?","A continuing guaranty covers all present and future obligations of the debtor without a fixed dollar ceiling or expiration date. A limited guaranty caps the guarantor's exposure at a specific dollar amount, a specific transaction, or a defined time period. Creditors prefer continuing guaranties for revolving credit lines and commercial leases because the exposure fluctuates over time. Guarantors typically prefer limited guaranties that define and constrain their maximum risk.\n",{"question":435,"answer":436},"Do I need a lawyer to use a continuing guaranty template?","For straightforward domestic transactions — such as a small business loan where the lender's standard guaranty form is well-established — a high-quality template is often sufficient. Legal review is strongly recommended when the transaction is high-value, involves cross-border parties, the guarantor is a married individual in a community property state, or the underlying credit facility is complex. A 1–2 hour attorney review typically costs $300–$600 and is proportionate to any guaranty securing obligations above $100K.\n",{"question":438,"answer":439},"What rights does a guarantor have after paying the creditor?","After paying the creditor in full, a guarantor typically has the right of subrogation — stepping into the creditor's shoes to pursue the principal debtor for reimbursement. The guarantor may also have contribution rights against co-guarantors if there are multiple guarantors. However, this template subordinates subrogation rights until all obligations are indefeasibly paid in full, to prevent the guarantor from competing with the creditor during an ongoing default or insolvency proceeding.\n",[441,445,449,453],{"industry":442,"icon_asset_id":443,"specifics":444},"Commercial Banking and Lending","industry-fintech","Personal guaranties from all owners with 20% or greater equity are standard underwriting requirements for commercial loans, lines of credit, and SBA-guaranteed financing.",{"industry":446,"icon_asset_id":447,"specifics":448},"Commercial Real Estate","industry-real-estate","Landlords routinely require a principal's personal guaranty on leases signed by newly formed LLCs or startups with no credit history, typically covering the first 2–3 years of rent obligations.",{"industry":450,"icon_asset_id":451,"specifics":452},"Manufacturing and Wholesale Distribution","industry-manufacturing","Trade creditors extending open account credit to distributors or retailers use continuing guaranties to ensure the business owner personally backs accumulating receivable balances.",{"industry":454,"icon_asset_id":455,"specifics":456},"Franchise Operations","industry-retail","Franchisors require franchisees' principals to execute continuing guaranties covering all royalty, marketing fee, and franchise agreement obligations for the full term of the franchise.",[458,461,465,469],{"vs":238,"vs_template_id":459,"summary":460},"D{LIMITED_GUARANTY_ID}","A limited guaranty caps the guarantor's exposure at a defined dollar amount, a single transaction, or a fixed time period. A general continuing guaranty covers all present and future obligations without a ceiling. Use a limited guaranty when the guarantor negotiates a maximum exposure; use a continuing guaranty when the creditor needs coverage for a revolving or open-ended credit relationship.",{"vs":462,"vs_template_id":463,"summary":464},"Personal Guarantee (Lease)","D{PERSONAL_GUARANTEE_LEASE_ID}","A lease guaranty is a guaranty instrument specifically tailored to real property lease obligations — covering rent, operating expenses, restoration costs, and holdover liability. A general continuing guaranty is broader and covers any type of obligation between the debtor and creditor. Landlords often use a lease-specific guaranty because it addresses property-related liabilities that a general guaranty may not explicitly enumerate.",{"vs":466,"vs_template_id":467,"summary":468},"Indemnification Agreement","D{INDEMNIFICATION_AGREEMENT_ID}","An indemnification agreement requires one party to compensate another for specific losses arising from defined events or acts — it is reactive and loss-based. A continuing guaranty is proactive and debt-based: the guarantor is obligated to pay the creditor as soon as the debtor defaults, regardless of whether a specific loss has been quantified. Guaranties are more immediately enforceable than indemnities in most jurisdictions.",{"vs":109,"vs_template_id":470,"summary":471},"D{PROMISSORY_NOTE_ID}","A promissory note is a primary debt instrument signed by the borrower directly promising to repay a specific sum. A continuing guaranty is a secondary instrument signed by a third party who stands behind the borrower's promise. Both may be executed in the same transaction — the note creates the debt; the guaranty provides additional security by making a creditworthy third party liable if the borrower defaults.",{"use_template":473,"template_plus_review":477,"custom_drafted":481},{"best_for":474,"cost":475,"time":476},"Standard domestic commercial guaranties for loans, leases, or trade credit under $250K with a single guarantor and no cross-border elements","Free","20–30 minutes",{"best_for":478,"cost":479,"time":480},"Guaranties above $100K, married guarantors in community property states, or transactions involving complex waivers or future advance provisions","$300–$700","1–3 days",{"best_for":482,"cost":483,"time":484},"High-value commercial loans, multi-guarantor structures, cross-border transactions, or guaranties securing complex credit facilities with multiple tranches","$1,500–$5,000+","1–2 weeks",[486,491,496,501],{"code":487,"name":488,"flag_asset_id":489,"note":490},"us","United States","flag-us","Guaranty law varies significantly by state. California, Texas, Arizona, Nevada, and other community property states require spousal consent to bind community assets. California also imposes specific requirements on waivers of anti-deficiency protections under Code of Civil Procedure §726. The Statute of Frauds in every state requires guaranties to be in writing and signed by the guarantor to be enforceable. Jury waiver clauses are unenforceable in California and several other states.",{"code":492,"name":493,"flag_asset_id":494,"note":495},"ca","Canada","flag-ca","Most Canadian provinces require guaranties to be in writing under provincial Statute of Frauds legislation. Ontario's Guarantee Companies Securities Act and equivalent provincial statutes regulate corporate guarantors. Quebec civil law treats guaranty (cautionnement) differently from common-law provinces — limitless guaranties face greater judicial scrutiny and Quebec courts may reduce disproportionate guaranty obligations. Independent legal advice certificates are strongly recommended for personal guarantors in all Canadian provinces.",{"code":497,"name":498,"flag_asset_id":499,"note":500},"uk","United Kingdom","flag-uk","Under the UK Statute of Frauds 1677, a guaranty must be in writing and signed by the guarantor or an authorized agent to be enforceable. English courts generally enforce well-drafted waivers of suretyship defenses. Under the Consumer Credit Act 1974, guaranties securing regulated consumer credit require specific prescribed form disclosures. The Unfair Contract Terms Act 1977 and the Consumer Rights Act 2015 may limit enforceability of onerous terms in guaranties involving non-business guarantors.",{"code":502,"name":503,"flag_asset_id":504,"note":505},"eu","European Union","flag-eu","EU member states each have their own guaranty law frameworks with no single harmonized instrument. France, Germany, and Spain impose formal requirements — including specific acknowledgment language and sometimes notarization — for personal guaranties to be enforceable against individuals. French courts have historically reduced disproportionate personal guaranties under the doctrine of disproportion. GDPR requires careful handling of guarantor personal data collected during the credit underwriting process. Cross-border EU guaranties should always be reviewed by local counsel in the guarantor's member state.",[507,508,509,510,511,512,513,514,515,516,517,518],"loan-agreement-D417","promissory-note-D434","lease-agreement-D1179","independent-contractor-agreement-D160","non-disclosure-agreement-nda-D12692","security-agreement-D915","demand-for-extension-of-payment-date-D444","letter-of-default-on-promissory-note-D431","asset-purchase-agreement-for-a-retail-business-D931","llc-operating-agreement-D5209","request-delay-to-present-financial-statement-D296","secured-lumpsum-promissory-note-agreement-D13041",{"emit_how_to":203,"emit_defined_term":203},{"primary_folder":167,"secondary_folder":521,"document_type":522,"industry":523,"business_stage":524,"tags":525,"confidence":531},"guaranties-and-collateral","agreement","general","all-stages",[526,527,528,529,530],"liability","contract","guaranty","collateral","lending",0.95,"\u003Ch2>What is a General Continuing Guaranty?\u003C/h2>\n\u003Cp>A \u003Cstrong>General Continuing Guaranty\u003C/strong> is a legally binding instrument in which a \u003Cstrong>guarantor\u003C/strong> — typically a business owner, corporate parent, or creditworthy principal — unconditionally promises to pay or perform all present and future obligations owed by a \u003Cstrong>principal debtor\u003C/strong> to a \u003Cstrong>creditor\u003C/strong>, without a fixed dollar ceiling or expiration date. Unlike a limited guaranty that covers a single defined transaction, a continuing guaranty remains in effect and extends automatically to cover any new obligations incurred under the underlying credit relationship — whether a commercial loan, revolving line of credit, commercial lease, or open trade account — until the guaranty is formally revoked in writing or all underlying debts are extinguished. Because the guarantor's obligation is primary and direct, the creditor may demand payment immediately upon the debtor's default without first pursuing the debtor, exhausting collateral, or obtaining a judgment.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Without a properly executed continuing guaranty, a creditor extending credit to a business entity has recourse only against that entity's assets — which may be minimal, encumbered, or depleted by the time default occurs. A signed guaranty closes that gap by making a creditworthy individual or parent company directly and immediately liable, transforming the credit decision from a bet on a corporate shell into an obligation backed by personal or institutional assets. For SBA lenders, a written personal guaranty from all 20%-or-greater owners is a non-negotiable regulatory requirement, not a negotiating point. For commercial landlords, it is often the only meaningful protection against a startup tenant that folds in year two. Without enumerated suretyship waivers, a court can release the guarantor whenever the underlying debt is modified, collateral is impaired, or the creditor misses a procedural step — effectively nullifying years of credit exposure with a single missed notice. This template provides the comprehensive waiver language, subrogation subordination, and representations that creditors and institutional lenders require to make a continuing guaranty fully enforceable from day one.\u003C/p>\n",1781186014435]