各类保函格式-中英文对照

常用标准保函Appendix - Model Forms278Annex 1 EXAMPLE FORM OF PARENT COMPANY GUARANTEEBrief description of ContractName and address of Employer(together with successors and assigns).We have been informed that ________________(hereinafter called the “Contractor”) is submitting an offer for such Contract in response to your invitation, and that the conditions of your invitation require his offer to be supported by a parent company guarantee.In consideration of you, the Employer, awarding the Contract to the Contractor, we (name of parent company) ____________irrevocably and unconditionally guarantee to you, as a primary obligation, the due performance of all the Contractor’s obligations and liabilities under the Contract, including the Contractor’s compliance with all its terms and conditions according to their true intent and meaning.If the Contractor fails to so perform his obligations and liabilities and comply with the Contract, we will indemnify the Employer against and from all damages, losses and expenses (including legal fees and expenses) which arise from any such failure for which the Contractor is liable to the Employer under the Contract.This guarantee shall come into full force and effect when the Contract comes into full force and effect. If the Contract does not come into full force and effect within a year of the date of this guarantee, or if you demonstrate that you do not intend to enter into the Contract with the Contractor, this guarantee shall be void and ineffective. This guarantee shall continue in full force and effect until all the Contractor’s obligations and liabilities under the Contract have been discharged, when this guarantee shall expire and shall be returned to us, and our liability hereunder shall be discharged absolutely.This guarantee shall apply and be supplemental to the Contract as amended or varied by the Employer and the Contractor from time to time. We hereby authorise them to agree any such amendment or variation, the due performance of which and compliance with which by the Contractor are likewise guaranteed hereunder. Our obligations and liabilities under this guarantee shall not be discharged by any allowance of time or other indulgence whatsoever by the Employer to the Contractor, or by any variation or suspension of the works to be executed under the Contract, or by any amendments to the Contract or to the constitution of the Contractor or the Employer, or by any other matters, whether with or without our knowledge or consent.This guarantee shall be governed by the law of the same country (or other jurisdiction) as that which governs the Contract and any dispute under this guarantee shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance with such Rules. We confirm that the benefit of this guarantee may be assigned subject only to the provisions for assignment of the Contract.Date ___________________ Signature(s) _____________________________________279参考译文附件1 母公司保函范例格式合同简要介绍雇主名称和地址(注明继承人和受让人)我方已经得知，(以下称“承包商”)应你方邀请正在对上述合同提交报价，并且，你方邀请条件中要求其报价有母公司的保函支持。

考虑到贵方（即雇主）将合同授予承包商，并且作为我方的基本义务，我方，即(填入母公司名称)，不可撤回地且无条件地向你方保证承包商将按照合同恰当履行其一切义务和责任，包括依据合同条件的真实意图和含义去遵守合同条件。

如果承包商未能如上履行其义务、承担其责任和遵守合同，则我方将保障雇主免遭由以上失误而引起的并且按照合同承包商应向雇主负责的损害赔偿费、损失和开支(包括法律费用和开支)。

本保函随合同全部生效而全部生效。

如果在本保函签发日期后的一年内合同仍未生效，或你方表明不打算与承包商签订合同，则本保函将失效。

在承包商的合同义务和责任得以履行之前，本保函持续有效。

当承包商的合同义务和责任得以履行之后，本保函有效期即告届满并应将本保函退还给我方，我方不再据此保函承担任何责任。

若雇主和承包商随时修正和改动了合同，本保函对修改后的合同仍适用并起补充作用。

我方在此授权雇主和承包商商定上述修订和改动，并同样在此保证承包商将恰当实施和遵守所修改的内容。

我方依此保函所负的义务和责任不因雇主对承包商工期的延长或其它方面的放松，或按照合同应实施的工作的变更或暂停，或合同的修改、承包商或雇主的组成变动，或其它任何事项而解除，无论我方知道或同意这些事项与否。

本保函应受颁布约束上述合同的法律的国家(或其它行政区)所颁布的法律约束，因本保函而产生的争端应按照国际商会的仲裁规则由按照其规则任命的一名或多名仲裁员最终裁决。

我方确认本保函利益的转让只能依据本合同的转让规定来进行。

280签名日期281Annex 2 EXAMPLE FORM OF TENDER SECURITYBrief description of ContractName and address of Beneficiary(whom the tender documents define as the Employer)We have been informed that ____________ (hereinafter called the “Principal”) is submitting an offer for such Contract in response to your invitation, and that the conditions of your invitation (the “conditions of invitation”, which are set out in a document entitled Instructions to Tenderers) require his offer to be supported by a tender security.At the request of the Principal, we (name of bank) _________________ hereby irrevocably undertake to pay you, the Beneficiary/Employer, any sum or sums not exceeding in total the amount of _______________ (say:________________ ) upon receipt by us of your demand in writing and your written statement (in the demand) stating that:(a)the Principal has, without your agreement, withdrawn his offer after the latest timespecified for its submission and before the expiry of its period of validity, or(b)the Principal has refused to accept the correction of errors in his offer in accordancewith such conditions of invitation, or(c)you awarded the Contract to the Principal and he has failed to comply withsub-clause 1.6 of the Conditions of Contract, or(d)you awarded the Contract to the Principal and he has failed to comply withsub-clause 4.2 of the Conditions of Contract.Any demand for payment must contain your signatures(s) which must be authenticated by your bankers or by a notary public. The authenticated demand and statement must be received by us at this office on or before (the date 35 days after the expiry of the validity of the Letter of Tender) ___________________ When this guarantee shall expire and shall be returned to us.This guarantee is subject to the Uniform Rules for Demand Guarantees, published as number 458 by the International Chamber of Commerce, except as stated above.Date ___________________ Signature(s) _____________________________________282参考译文附件2 投标保函范例格式合同简要介绍受益人名称和地址(即招标文件定义的雇主)我们已经得知(以下称“委托人”)应你方邀请正在对以上合同提交报价，并且，你方邀请条件(“邀请条件”，在名为“投标人须知”的文件中列出)中要求其报价有投标保函作为支持。