Download bank guarantee

To Independent Bulgarian Energy Exchange EAD (IBEX)
16 Vesletz Street
1000 Sofia, Bulgaria
BANK GUARANTEE № ………….....
Payable on First Demand for the amount of ………. (say………….)
Issued in favor of Independent Bulgarian Energy Exchange EAD, a joint stock company
listed in the Commercial Register with the Registry Agency, UIC 202880940, having its
registered office at 16 Vesletz Street, 1000 Sofia, Bulgaria
We, ……………………………….. /bank/ with registered office at ……………………….., listed in the
Commercial
Register
with
the
Registry
Agency,
UIC
………………..,
represented
by……………………………. , have been informed by our Client …………………………………………………
/name/,
having
its
registered
office
at………………………………………………………………,
UIC………………………….,
(hereinafter referred to as ‘Client’), that a Supplementary Agreement № ..........................
(hereinafter called ‘Supplementary Agreement’) to the Standardized contract for purchase-sale
of electricity № .......................... for purchase-sale of electricity has been signed between
IBEX and the Client.
We have also been informed that pursuant to this Supplementary Agreement our Client is
required to deliver in your favor a bank guarantee in the total amount of
………………/say…………../ in order to secure the payments under the Supplementary
Agreement and/or the proper performance of any of his obligations thereto. Having in
mind the above:
1. Hereby we expressly, irrevocably and unconditionally undertake to pay to IBEX, waiving all
rights of objection and division and excussion (beneficium excussionis) for our part only, free
of any set -off or counterclaim, the maximum Guarantee Amount, within 5 (five) working days
upon IBEX's duly submitted, signed and stamped demand for payment, in the event of a
failure by our Client to perform any of its obligations under the terms of the Supplementary
Agreement signed between our Client and IBEX including the payment of forfeits, interests,
fines and any other amount due under the contractual relationship.
2. We agree as an independent and primary obligation to indemnify and keep indemnified IBEX
for all losses, liabilities, costs and expenses incurred as a result of: (1) the Client´s failure to
perform or discharge any of its payment obligations when due; (2) the Client’s failure to
deliver or to receive the scheduled quantities of electricity; (3) the unenforceability, invalidity
or illegality of any of the Client´s payment obligations with respect of the Supplementary
Agreement, not exceeding in total the amount of BGN ……….(say ………….).
3. We hereby promise and undertake to pay within the time period specified in p.1. to IBEX
upon receipt of your simple written demand, without contesting it or raising any objections, set
off or counterclaim whatsoever, any amount up to the maximum Guarantee Amount and which
you have determined is owed to IBEX, in the event of any failure by our Client to perform all or
any of its obligations under the Supplementary Agreement.
4. In order to identify the authenticity of the written demand for payment under the
guarantee, it shall have to be submitted through IBEX’s servicing bank and confirmed by an
authenticated SWIFT message issued by the bank’s head office, stating that the signatures
superimposed belong to IBEX’s authorized representative(s). A demand for payment, sent in
full wording by IBEX’s servicing bank through an authenticated SWIFT message MT 799,
confirming that the original written demand for payment has been sent to us by courier and
that the signatures superimposed belong to the authorized IBEX’s representatives, is also
acceptable if it duly complies with the guarantee conditions.
5. This guarantee is valid until its expiry date, namely 16:00 on …………………………….2017, at
which point it shall become null and void but without prejudice to our obligations hereunder in
respect of any liability to IBEX incurred according to duly submitted by you written demands
for payment, received by us on the following address ……………..….. prior to or on the
abovementioned date at the latest, which shall remain payable in full and in full force and
effect until discharged in full. In case the expiry date is a bank holiday, the guarantee shall be
valid until such date and time being the first business day following the bank holiday.
6. Modification or termination of factual or legal relations or links between us and our Client
will not release us from our obligations under this guarantee. Our obligations arising out of this
guarantee will remain valid and we will not be released from them if our Client is declared
bankrupt, or is in liquidation or is dissolved, or in case of compulsory administration or any
other relevant procedure or if our Client is granted any benefits or sets off any claim against
you (IBEX). All the provisions of this guarantee will retain their full effect, irrespective of any
change in the financial or legal status of our Client.
7. This guarantee shall be terminated before its expiry only upon written notification by IBEX
for releasing ………………./bank/ from liability under this guarantee, which must be submitted
through IBEX’s servicing bank head office by an authenticated SWIFT message confirming that
the signatures superimposed belong to IBEX’s authorized representatives or after receiving
from the IBEX’s servicing bank head office of an authenticated SWIFT MT 799 message for
releasing us from liability under the guarantee, or upon returning the original of this
guarantee to the following address: ……………..
8. This Guarantee is subject to the Bulgarian legislation and Uniform Rules for Demand
Guarantees (URDG) 2010 revision, ICC Publication No. 758. Article 15 (A) is herein excluded.
9. This guarantee and all disputes arising out of it are subject to Bulgarian law. These disputes
shall fall within the exclusive competence of the Bulgarian Court and shall be settled in
accordance with its procedural rules.
IN WITNESS WHEREOF, this guarantee was signed on …………….....
Issuer’s signature and stamp: