In relation to a Joint Venture / Shareholders Agreement, a guarantee is given by a party's parent to the other shareholders for the party's obligations. This is drafted in favour of the Guarantor.
In consideration of the Other Shareholders entering into the Agreement the Guarantor (as principal obligor and not merely as a surety) unconditionally and irrevocably as a continuing obligation:
(a) guarantees the proper and punctual performance by the Party (while the Party is a Shareholder) of all of its obligations, commitments and undertakings under or pursuant to the Agreement; and
(b) undertakes to hold the Other Shareholders fully and completely indemnified against any loss, damages, costs and expenses occasioned by any failure of the Party or the Guarantor to perform any of the obligations referred to in paragraph (a) above.