# CROSS-COMPANY GUARANTEE
Date: 16 March 2034
Parties: Northbridge Holdings Limited, Northbridge Renewables Limited and Halewick Bank plc
## 1. Purpose and parties
This deed is made on Thursday 16 March 2034 between Northbridge Holdings Limited (company number 07140216) of 8 Harbour Exchange, Cardiff CF10 4BZ (Guarantor), Northbridge Renewables Limited (company number 09853144) of the same address (Borrower), and Halewick Bank plc (company number 04421008) of 22 King Street, Bristol BS1 4QA (Bank). The Guarantor owns 100% of the Borrower's issued shares, but each company remains a separate legal person.
## 2. Facts, scope and terms
The Bank will make available a GBP term facility of £600,000 under a facility agreement dated 15 March 2034. The Borrower may draw it on Monday 20 March 2034 and must repay principal, interest, fees and other secured sums on Thursday 19 March 2037. Interest is fixed at 8.25% per annum on the outstanding principal, calculated on a 365-day basis; this guarantee is not a promise that the Bank must lend.
## 3. Process and responsibilities
The Guarantor irrevocably guarantees punctual payment and performance of the Borrower's obligations under that facility agreement, up to an aggregate cap of £750,000. The cap includes principal, 8.25% interest, default interest, arrangement and other fees, and reasonable enforcement costs, but excludes a loss caused solely by the Bank's fraud. The guarantee is continuing until the Bank confirms release in writing after all secured obligations are irrevocably paid.
## 4. Evidence, records and safeguards
If the Borrower fails to pay a due instalment, the Bank may demand the overdue amount from the Guarantor after giving written notice to the Borrower, without first suing or enforcing security. The Guarantor must pay an undisputed demand within five business days of receipt. A worked limit example is £600,000 principal plus £49,500 annual interest plus £12,500 enforcement costs = £662,000, within the £750,000 cap; the Bank cannot recover more than the cap under this deed.
## 5. Review, escalation and outcome
The guarantee remains effective despite an extension, restructuring, waiver, compromise, change in interest calculation, further drawdown within the facility limit or the Borrower's insolvency, administration or moratorium. It is not discharged by the Bank failing to enforce another security. However, a material increase of the facility above £600,000 requires the Guarantor's written consent to be covered, and the cap and this deed do not secure that increase without consent.
## 6. Reservations and practical protections
Until the Bank has been paid in full, the Guarantor postpones any claim, set-off, contribution or subrogation against the Borrower and agrees not to compete with the Bank for an insolvency distribution. After full payment, the Guarantor may exercise subrogation and seek repayment from the Borrower, subject to any rights the Bank has transferred and without prejudicing another creditor. The Guarantor waives set-off against a valid Bank demand but preserves a good-faith dispute as to calculation.
## 7. England and Wales law and completion
Each company's board approved this deed on 13 March 2034 after considering its commercial benefit, solvency and the Companies Act 2006 duties, including section 172. The signatories have authority and execute as a deed with witnesses. The parties intend legal relations; no unlawful financial assistance is authorised. The Bank's written release must identify the facility and confirm that no secured sum remains outstanding. The release ends future enforcement under this deed but does not undo a payment already made. The parties will each retain a signed counterpart and confirm its date; the Guarantor and Borrower will check the outstanding balance and unprocessed demands before release, and the release confirmation will be kept in writing. Related records and necessary evidence will be retained for an appropriate period and kept securely. No release changes an obligation that this deed expressly states survives. This completed fictional deed is governed by England and Wales law, and a demand received on Friday 24 March 2034 has a five-business-day payment deadline of Friday 31 March 2034.