Skill

legalcode-guaranty-agreement-review

Review guaranty and surety agreements for scope, suretyship defenses, subrogation, contribution, and enforceability risks. Use when reviewing personal guaranties, parent company guaranties, corporate guaranties, bank guaranties, bad boy carve-out guaranties, keepwell agreements, or comfort letters in connection with commercial lending, real estate finance, lease transactions, construction finance, or supply chain credit support. Covers continuing vs. specific guaranty analysis, waiver of suretyship defenses (RSG §§ 37-49 / UCC § 3-605), anti-deficiency statute exposure (California CCP §§ 580a-580d, one-action rule CCP § 726), subrogation deferral mechanics, contribution rights among co-guarantors, financial covenants and keepwell provisions, notice requirements, dollar cap and burn-off structures, and reinstatement clause risk. Also covers corporate authority, ultra vires risk, spousal/community property exposure, and UK Etridge undue influence protocol. Produces GREEN/YELLOW/RED/CRITICAL deviation classification with redlines, negotiation priority tiers, and Glass Box audit trail. Jurisdiction-agnostic with localization markers for US (NY/CA/AZ/TX), UK (England & Wales), and EU civil law systems.