GUARANTY
This Guaranty (“Guaranty”) dated as of [insert date] is made by [insert legal
name] Corporation (“Guarantor”) for the benefit of the {Company name} (the
“{Company}”). All capitalized terms not herein defined shall be given their meaning as
set forth in the {Company} Tariff.
RECITALS
A. Guarantor is the “Affiliate”, as defined in the {Company}’s Tariff and
Protocols, as in effect and promulgated from time to time (the “Tariff”) of one or more
persons (such Affiliates, collectively, the “Market Participants”) that have entered into,
desire to enter into or may in the future desire to enter into transactions in the
{Company} markets and/or schedule energy over the {Company}-controlled
transmission grid (collectively, “Transactions”) under various agreements, including but
not limited to the Scheduling Coordinator Agreement, Congestion Revenue Right
Agreements, the Business Practice Manual for Credit Management and the {Company}
Tariff (collectively, “Agreements”);
B. The Market Participants include the persons listed on Schedule 1, and all
other Affiliates of Guarantor, whether or not named or presently existing, that become
parties to Transactions or Agreements, or both, from time to time;
C. One or more Market Participants do not have a sufficient Aggregate Credit
Limit to adequately secure its Estimated Aggregate Liability required under the Tariff to
enter into Transactions;
D. Guarantor will directly or indirectly benefit from the Agreements and the
Transactions to which any of its Affiliates become a party; and
E. Accordingly, in order to minimize the financial exposure of the {Company}
and its markets, Guarantor shall guarantee the prompt payment and performance of the
obligations of each of the Market Participants to the {Company} and its markets under
the applicable Agreements, on the terms of this Guaranty.
NOW, THEREFORE, to induce the {Company} to allow Market Participants to
enter into Transactions and in consideration of the {Company} agreeing to conduct
business with Market Participant in accordance with the Agreements, Guarantor hereby
covenants and agrees for the benefit of the {Company} as follows:
1. GUARANTY. Subject to the provisions of this Guaranty, Guarantor
hereby irrevocably and unconditionally guarantees the full and timely payment and
performance when due of the obligations of Market Participants under the Agreements,
whenever and by whomever incurred (the “Obligations”) in accordance with the terms
of the Agreements. In furtherance, and not in limitation of the foregoing, if any Market
Participant fails to pay or perform any Obligation, Guarantor shall pay to or perform for
the benefit of the {Company} the amount or performance due in the same currency and