Signed and delivered by government by the hand of mr

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SIGNED AND DELIVERED by GOVERNMENT by the hand of __________Mr._____________ its authorized official.
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102 APPENDIX F FORMOFPARENT COMPANYFINANCIALANDPERFORMANCE GUARANTEE (tobefurnishedpursuanttoArticle28.1(b)oftheContract) WHEREASacompanydulyorganisedandexisting underthelawsofhavingitsregisteredofficeat (hereinafterreferredtoas‘theGuarantor’ whichexpressionshallincludeitssuccessorsandassigns)is (the indirect owner of one hundred per cent (100%) of the capital stock of XYZ company and direct ownerofitsparentcompany);and WHEREAS XYZ Company is signatory to a RevenueSharing Contract in respect of an (offshore) (onshore)areaidentifiedasBlock (hereinafterreferredtoas‘the Contract’) made between the Government of India (hereinafter referred to as ‘the Government’), and XYZCompany(hereinafterreferredtoasXYZwhichexpressionshallincludeitssuccessorsandpermi tted assigns);and WHEREAStheGuarantorwishestoguaranteetheperformanceofXYZCompanyoritsAffiliateAssig nee undertheContractasrequiredbythetermsoftheContract; NOW,THEREFOREthisDeedherebyprovidesasfollows: 1. The Guarantor hereby unconditionally and irrevocably guarantees to the Government that it will make available, or cause to be made available, to XYZ Company or any other directly or indirectly owned Affiliate of XYZ Company to which any part or all of XYZ Company’s rights or interest under the Contractmaysubsequentlybeassigned(‘Affiliate Assignee’),financial,technicalandotherresources requiredtoensurethatXYZCompanyoranyAffiliateAssigneecancarryoutitsobligationsassetforth intheContract. 2. TheGuarantorfurtherunconditionallyandirrevocablyguaranteestotheGovernmentthedueandpunc tual compliancebyXYZCompanyorany AffiliateAssignee,ofanyobligationsofXYZCompanyorany AffiliateAssigneeundertheContract. 3. TheGuarantorherebyundertakestotheGovernmentthatifXYZCompany,orany Affiliate Assignee, shall, in any respect, fail to perform its obligations under the Contract or commit any breach of such obligations, then the Guarantor shall fulfil or cause to be fulfilled the said obligations in place of XYZ CompanyoranyAffiliateAssignee,andwillindemnifytheGovernmentagainstalllosses,damages,c
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103 osts,expensesorotherwisewhichmayresultdirectlyfromsuchfailuretoperformorbreachonthepart ofXYZCompany. 4. This guarantee shall take effect from the Effective Date and shall remain in full force and effect forthe durationofthesaidContractandthereafteruntilnosumremainspayablebyXYZCompany,oritsAffilia te Assignee, under the Contract or as a result of any decision or award made by any expert or arbitral tribunalthereunder. 5. Thisguaranteeshallnotbeaffectedbyanychangeinthearticlesofassociationandbye- lawsofXYZCompanyortheGuarantororinanyinstrumentestablishingtheCompanyorGuarantor. 6. The liabilities of the Guarantor shall not be discharged or affected by (a) any time indulgence, waiver or consentgiventoXYZCompany;(b)anyamendmenttotheContractortoanysecurityorotherguarantee or indemnity to which XYZ Company has agreed; (c) the enforcement or waiver of any terms
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  • Winter '14
  • Bijay K Behra
  • Government, Petroleum Operations, Contract Area

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