Guarantee Agreement Sample Contracts

EXHIBIT 4.3 ------------ GUARANTEE AGREEMENT BY AND BETWEEN NICOLET BANKSHARES, INC.
Guarantee Agreement • February 1st, 2013 • Nicolet Bankshares Inc • National commercial banks • New York
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GUARANTEE AGREEMENT FIRST NATIONAL BANKSHARES CORPORATION Dated as of February 26, 2004 . DOCSDC1:177614.4
Guarantee Agreement • November 5th, 2021 • Peoples Bancorp Inc • State commercial banks • New York
GUARANTEE AGREEMENT between PARAGON COMMERCIAL CORPORATION As Guarantor, and WILMINGTON TRUST COMPANY, As Guarantee Trustee Dated as of May 30, 2006 PARAGON COMMERCIAL CAPITAL TRUST II
Guarantee Agreement • June 10th, 2016 • Paragon Commercial CORP • State commercial banks • New York

GUARANTEE AGREEMENT, dated as of May 30, 2006, executed and delivered by PARAGON COMMERCIAL CORPORATION, a North Carolina corporation (the “Guarantor”) having its principal office at 3605 Glenwood Avenue, Suite 100, Raleigh, North Carolina 27612, and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (in such capacity, the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of Paragon Commercial Capital Trust II, a Delaware statutory trust (the “Issuer”).

GUARANTEE AGREEMENT by and between FIFTH THIRD BANCORP as Guarantor and WILMINGTON TRUST COMPANY as Guarantee Trustee relating to FIFTH THIRD CAPITAL TRUST VIII Dated as of —, 201
Guarantee Agreement • March 25th, 2010 • Fifth Third Capital Trust VIII • State commercial banks • New York

* This Cross-Reference Table does not constitute part of the Guarantee Agreement and shall not affect the interpretation of any of its terms or provisions.

EXHIBIT 4.5 GUARANTEE AGREEMENT Newfield Exploration Company
Guarantee Agreement • August 13th, 1999 • Newfield Exploration Co /De/ • Crude petroleum & natural gas • New York
THE EUROPEAN COMMISSION
Guarantee Agreement • October 6th, 2021

amount of EUR 100 000 000 000 to Member States of the European Union in the form of a loan facility according to a loan agreement (“Loan Agreement”). According to Article 6(1) of Council Regulation (EU) 2020/672, such financial assistance is to be made available by means of a Council implementing decision.

FORM OF GUARANTEE AGREEMENT Between
Guarantee Agreement • December 13th, 2000 • Ingersoll Rand Co • General industrial machinery & equipment • New York
GUARANTEE AGREEMENT
Guarantee Agreement • December 24th, 2013 • Ally Us LLC • Finance lessors • New York

GUARANTEE AGREEMENT, dated as of [—], made by Ally Financial Inc., a Delaware corporation (the “Company”, which term includes any successor under the Indenture hereinafter referred to) and each of the parties hereto designated on the signature pages hereof as a Guarantor (including each Person that becomes a party hereto pursuant to Section 3.12, each a “Guarantor”), in favor of the Trustee (as defined below), for its benefit and for the benefit of the holders from time to time (the “Holders”) of the notes listed on Schedule 1 hereto (the “Guaranteed Notes”, which term shall include any “Additional Notes” as set forth below) of the Company, issued under that certain indenture dated as of July 1, 1982 (as supplemented or otherwise modified from time to time, the “Indenture”), by and between the Company and The Bank of New York Mellon, as trustee (in such capacity, the “Trustee”).

GUARANTEE AGREEMENT by and between STRATEGIC HOTELS & RESORTS, INC., as Guarantor and WILMINGTON TRUST COMPANY, as Guarantee Trustee relating to BEE FINANCING TRUST [ ] Dated as of [ ], 2012
Guarantee Agreement • March 2nd, 2012 • BEE Financing Trust III • Real estate investment trusts • New York

* This Cross-Reference Table does not constitute part of the Guarantee Agreement and shall not affect the interpretation of any of its terms or provisions.

EXHIBIT 4.6 GUARANTEE AGREEMENT SUIZA FOODS CORPORATION
Guarantee Agreement • May 15th, 1998 • Suiza Foods Corp • Ice cream & frozen desserts • New York
GUARANTEE AGREEMENT Dated as of November 13, 2009 By and Between CAPITAL ONE FINANCIAL CORPORATION, as Guarantor and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee
Guarantee Agreement • November 13th, 2009 • Capital One Financial Corp • State commercial banks • New York

This GUARANTEE AGREEMENT (the “Guarantee”), dated as of November 13, 2009, is executed and delivered by CAPITAL ONE FINANCIAL CORPORATION, a Delaware corporation (the “Guarantor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association duly organized and existing under the laws of the United States of America, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Securities (as defined herein) of CAPITAL ONE CAPITAL VI, a Delaware statutory trust (the “Trust”).

PREFERRED SECURITIES GUARANTEE AGREEMENT by and between EVANS BANCORP, INC., as Guarantor and WILMINGTON TRUST COMPANY, as Guarantee Trustee relating to EVANS CAPITAL TRUST III Dated as of
Guarantee Agreement • March 26th, 2010 • Evans Capital Trust III • National commercial banks • New York

GUARANTEE AGREEMENT, dated as of , between EVANS BANCORP, INC., a New York corporation (the “Guarantor”), and WILMINGTON TRUST COMPANY, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of EVANS CAPITAL TRUST III, a Delaware statutory trust (the “Issuer Trust”).

GUARANTEE AGREEMENT Dated as of [ • ] By and Between NATIONAL CITY CORPORATION as Guarantor and THE BANK OF NEW YORK TRUST COMPANY, N.A. as Trustee
Guarantee Agreement • November 26th, 2007 • National City Capital Trust IX • National commercial banks • New York

This GUARANTEE AGREEMENT (the “Guarantee”), dated as of [•] 200[•], is executed and delivered by NATIONAL CITY CORPORATION, a Delaware corporation (the “Guarantor”), and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association organized and existing under the laws of the United States of America, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Securities (as defined herein) of NATIONAL CITY CAPITAL TRUST X, a Delaware statutory trust (the “Trust”).

GUARANTEE AGREEMENT
Guarantee Agreement • March 13th, 2015
ARTICLE I DEFINITIONS AND INTERPRETATION
Guarantee Agreement • February 24th, 2004 • National Penn Bancshares Inc • National commercial banks • New York
GUARANTEE AGREEMENT Dated as of November 22, 2023 By SOUTHERN CALIFORNIA EDISON COMPANY, as Guarantor
Guarantee Agreement • November 22nd, 2023 • Sce Trust Vii • Electric services • California

This GUARANTEE AGREEMENT (the “Guarantee”), dated as of November 22, 2023, is executed and delivered by SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation (the “Guarantor”), for the benefit of the Holders (as defined herein) from time to time of the Securities (as defined herein) of SCE TRUST VII, a Delaware statutory trust (the “Trust”).

FORM OF AMENDED AND RESTATED GUARANTEE AGREEMENT
Guarantee Agreement • February 25th, 2015 • MSA Safety Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

THIS AMENDED AND RESTATED GUARANTEE AGREEMENT, dated as of March 7, 2014 (this “Guarantee Agreement”), is made by [Insert Name of Guarantor], a [__________] [corporation/limited liability company] (together with its successors and assigns, the “Guarantor”), in favor of the Purchasers (as defined below) and the other holders from time to time of the Notes (as defined below). The Purchasers and such other holders are herein collectively called the “holders” and individually a “holder.”

GUARANTEE AGREEMENT
Guarantee Agreement • March 16th, 2022 • Seven Hills Realty Trust • Real estate investment trusts • New York

GUARANTEE AGREEMENT, dated as of March 11, 2022 (as amended, restated, supplemented, or otherwise modified from time to time, this “Guarantee”), made by Seven Hills Realty Trust, a Maryland real estate investment trust (“Guarantor”), in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”).

THE FOLLOWING EXHIBIT 4.32 IS THE FORM OF GUARANTEE TO BE USED BY EACH LEHMAN BROTHERS HOLDINGS TRUST]
Guarantee Agreement • April 6th, 1999 • Lehman Brothers Holdings Capital Trust V • Security brokers, dealers & flotation companies • New York
LOAN NUMBER 3136-0 MOR
Guarantee Agreement • December 15th, 2004

AGREEMENT, dated February 7, 1990, between KINGDOM OF MOROCCO (the Guarantor) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (the Bank).

INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT
Guarantee Agreement • January 22nd, 2023

AGREEMENT, dated July 27, 1987, between KINGDOM OF MOROCCO (the Guarantor) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (the Bank).

THIRD AMENDED AND RESTATED 5-YEAR REVOLVING CREDIT AGREEMENT Among GENERAL MOTORS COMPANY, GENERAL MOTORS FINANCIAL COMPANY, INC., GENERAL MOTORS DO BRASIL LTDA., GM GLOBAL TREASURY CENTRE LIMITED, THE SUBSIDIARY BORROWERS FROM TIME TO TIME PARTIES...
Guarantee Agreement • April 20th, 2018 • General Motors Co • Motor vehicles & passenger car bodies • New York

THIRD AMENDED AND RESTATED FIVE YEAR REVOLVING CREDIT AGREEMENT, dated as of April 18, 2018 (this “Agreement”), among GENERAL MOTORS COMPANY, a Delaware corporation (the “Company”), General Motors Financial Company, Inc., a Texas corporation (“GMF”), GM Global Treasury Centre Limited, a private limited company incorporated under the laws of England and Wales (“GMGTC”), General Motors do Brasil Ltda., a Brazilian limited liability company (“GMB”), the other Subsidiary Borrowers (as defined herein) from time to time parties hereto, the several banks and other financial institutions or entities from time to time parties hereto, as lenders (collectively, the “Lenders”), JPMORGAN CHASE BANK, N.A. (and any of its branches and affiliates acting on its behalf in such capacity), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), BANCO DO BRASIL S.A. (and any of its branches and affiliates acting on its behalf in such capacity), as administrative agent for th

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GUARANTEE AGREEMENT Between BANCFIRST CORPORATION (as Guarantor) and THE BANK OF NEW YORK (as Trustee) dated as of February 26, 2004
Guarantee Agreement • May 6th, 2004 • Bancfirst Corp /Ok/ • National commercial banks • New York

This GUARANTEE AGREEMENT, dated as of February 26, 2004, is executed and delivered by BANCFIRST CORPORATION, an Oklahoma corporation (the “Guarantor”) having its principal office at 101 North Broadway, Oklahoma City, Oklahoma 73102, and THE BANK OF NEW YORK, as trustee (the “Guarantee Trustee”), for the benefit of the Holders from time to time of the Preferred Securities (as defined herein) of BFC Capital Trust II, a Delaware statutory trust (the “Trust”).

BETWEEN
Guarantee Agreement • May 24th, 1999 • Louis Dreyfus Natural Gas Corp • Crude petroleum & natural gas • New York
GUARANTEE AGREEMENT
Guarantee Agreement • August 14th, 1998 • Tower Automotive Inc • Metal forgings & stampings • Illinois
GUARANTEE AGREEMENT
Guarantee Agreement • January 29th, 2019 • Watford Holdings Ltd. • Fire, marine & casualty insurance • New Jersey

This GUARANTEE AGREEMENT (this “Agreement”), dated as of January 1, 2017, is entered into by and among Watford Insurance Company, a New Jersey domiciled insurance company (“WIC”) and Arch Capital Group (U.S.) Inc., a Delaware holding company (“Arch”) indirectly wholly-owned by Arch Capital Group Ltd.

Guarantee Agreement by and between U.S. BANCORP, as Guarantor and WILMINGTON TRUST COMPANY, as Guarantee Trustee relating to USB CAPITAL IX Dated as of March 17, 2006
Guarantee Agreement • May 10th, 2010 • Us Bancorp \De\ • National commercial banks • New York

Guarantee Agreement, dated as of March 17, 2006, between U.S. Bancorp, a Delaware corporation (the “Guarantor”), having its principal office at 800 Nicollet Mall, Minneapolis, Minnesota 55402, and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders from time to time of the Trust Preferred Securities of USB Capital IX, a Delaware statutory trust (the “Issuer Trust”).

FORM OF GUARANTEE AGREEMENT Between CENTERSTATE BANKS, INC. as Guarantor, and WILMINGTON TRUST COMPANY as Guarantee Trustee Dated as of
Guarantee Agreement • July 2nd, 2009 • Centerstate Banks of Florida Inc • National commercial banks • New York

THIS GUARANTEE AGREEMENT, dated as of , 2009, is executed and delivered by CENTERSTATE BANKS, INC., a Florida corporation, formerly known as CenterState Banks of Florida, Inc. (the “Guarantor”), having its principal office at 42745 U.S. Highway 27, Davenport, Florida 33837, and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Capital Securities (as defined herein) of CenterState Banks Statutory Trust [ ], a Delaware statutory trust (the “Issuer Trust”).

GUARANTEE AGREEMENT BETWEEN LINCOLN NATIONAL CORPORATION (AS GUARANTOR) AND THE BANK OF NEW YORK MELLON (AS TRUSTEE) DATED AS OF
Guarantee Agreement • March 10th, 2009 • Lincoln National Corp • Life insurance • New York

This GUARANTEE AGREEMENT, dated as of , , is executed and delivered by LINCOLN NATIONAL CORPORATION, an Indiana corporation (the “Guarantor”) having its principal office at 150 N. Radnor Chester Road, Radnor, PA 19087, and THE BANK OF NEW YORK MELLON, a New York banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of Lincoln National Capital VII, a Delaware statutory business trust (the “Issuer”).

GUARANTEE AGREEMENT EVERBANK FINANCIAL CORP Dated as of September 28, 2005
Guarantee Agreement • January 10th, 2011 • EverBank Financial Corp • Savings institution, federally chartered • New York

This GUARANTEE AGREEMENT (the “Guarantee”), dated as of September 28, 2005, is executed and delivered by EverBank Financial Corp, a savings and loan holding company incorporated in the State of Florida (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of EverBank Financial Preferred Trust VI, a Delaware statutory trust (the “Issuer”).

SECOND AMENDED AND RESTATED GUARANTEE AGREEMENT
Guarantee Agreement • February 15th, 2022 • Ares Commercial Real Estate Corp • Real estate investment trusts • New York

SECOND AMENDED AND RESTATED GUARANTEE AGREEMENT, dated as of February 10, 2022 (as the same has been and may be further amended, restated, supplemented, or otherwise modified from time to time, this “Guarantee”), made by ARES COMMERCIAL REAL ESTATE CORPORATION, a Maryland corporation (“Guarantor”) having its principal place of business c/o Ares Management LLC, One North Wacker Drive, 48th Floor, Chicago, IL 60606, in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”) and any of its parent, subsidiary or affiliated companies (collectively, “Beneficiary”).

GUARANTEE AGREEMENT Between TCF FINANCIAL CORPORATION, as Guarantor, and WILMINGTON TRUST COMPANY, as Trustee, dated as of August 19, 2008
Guarantee Agreement • August 19th, 2008 • TCF Financial Corp • National commercial banks • New York

This GUARANTEE AGREEMENT, dated as of August 19, 2008, is executed and delivered by TCF FINANCIAL CORPORATION, a Delaware corporation (the “Guarantor”), having its principal office at 200 Lake Street East, Wayzata, Minnesota 55391-1693, and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities and the Common Securities (each as defined herein and together, the “Securities”) of TCF CAPITAL I, a Delaware statutory trust (the “Issuer”).

INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT
Guarantee Agreement • December 15th, 2004

AGREEMENT, dated September 16, 1991, between REPUBLIC OF POLAND (the Guarantor) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (the Bank).

Guarantee Agreement
Guarantee Agreement • April 19th, 2010

AGREEMENT, dated February 14, 1994, between the REPUBLIC OF TUNISIA (the Guarantor) and the INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (the Bank).

GUARANTEE AGREEMENT made by THE SUBSIDIARIES OF CONSTELLATION BRANDS, INC. FROM TIME TO TIME PARTY HERETO in favor of BANK OF AMERICA, N.A., as Administrative Agent Dated as of June 28, 2019
Guarantee Agreement • July 3rd, 2019 • Constellation Brands, Inc. • Beverages • New York

GUARANTEE AGREEMENT, dated as of June 28, 2019, made by each of the signatories identified on the signature pages hereto under the heading “Guarantors” (collectively, and together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for the banks and other financial institutions or entities (the “Lenders”) from time to time parties to the Term Loan Credit Agreement, dated as of June 28, 2019 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among CONSTELLATION BRANDS, INC. (the “Borrower”), certain other parties thereto, the Lenders and the Administrative Agent.

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