Additional Guaranty. (a) Micro may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations.
(b) Concurrently when or promptly after any of its Subsidiaries (other than any Foreign Subsidiary if and to the extent Micro, in consultation with the Administrative Agent, reasonably determines that adverse tax consequences would result therefrom) either guarantees any Indebtedness of Micro or any other Obligor or satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, Micro shall cause that Subsidiary (other than Coordination Center) to (i) execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations which Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section 6.3.3) shall be in substantially the form of Exhibit I attached hereto, shall be governed by the laws of the State of New York, and shall contain such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules, and regulations and is fully enforceable (at least to the extent of the form of Additional Guaranty attached as Exhibit I) against such Additional Guarantor.
Additional Guaranty. Micro (a) may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties additional guaranties (each an "Additional Guaranty") for the repayment of the Obligations and (b) shall, concurrently or promptly after any of its Subsidiaries (i) guarantees any Indebtedness of Micro or any other Obligor or (ii) satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, cause such Subsidiary to execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations. Each Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section 6.3.3) shall be in substantially the form of Exhibit J attached hereto, shall be governed by the laws of a State of the United States and shall contain such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules and regulations and is fully enforceable (at least to the extent of such Additional Guaranty) against such Additional Guarantor; provided, that, in the event it shall be illegal under any local law, rule or regulation for any Additional Guaranty to be governed by the law of any State of the United States, and the Administrative Agent shall have received evidence of such illegality (including, if the Administrative Agent shall so request, an opinion of local counsel as to such matters, which counsel and the form and substance of such opinion shall be reasonably satisfactory to the Administrative Agent) reasonably satisfactory to it, the Administrative Agent shall consent to such Additional Guaranty being governed by the laws of a jurisdiction outside of the United States, which jurisdiction shall be subject to the prior approval of the Administrative Agent. In connection with the delivery of any such Additional Guaranty by an Additional Guarantor there shall be delivered an opinion of counsel (which counsel and the form and substance of such opinion shall be reasonably satisfactory to the Administrative Agent and the Required Lenders, it being agreed that if the Additional Guaranty is governed by the laws of any State of the United States, the General Counsel of Micro shall be satisfactory counsel for purposes hereof) addressed to the Documentation Agent, the Administrative Agent and the Lender...
Additional Guaranty. If so requested by SANZ, the Fund, in its sole discretion, may guaranty an additional $2,000,000 of the outstanding indebtedness of SANZ and/or its subsidiaries arising under the New Credit Facility (the “Additional Guaranty”). In such circumstances, in the event the Additional Guaranty is not released (whether through repayment of the New Credit Facility, by mutual agreement of the parties thereto or otherwise) within the eighteen month (18) period following the initial effective date of the Additional Guaranty, then SANZ shall issue to Sun warrants exerciseable for shares of SANZ Common Stock in substantially the form attached hereto as Annex A (the “Guaranty Warrants”). The number of shares of SANZ Common Stock for which the Guaranty Warrants will be exerciseable shall equal the product of (i) 3,086,218 and (ii) a fraction, the numerator of which shall be the actual amount of the Additional Guaranty as of the end of such eighteen (18) month period, and the denominator of which shall be $2,000,000.
Additional Guaranty. Concurrently with the execution of this Agreement and as an inducement to Lender to extend the loan, NTS Guaranty Corporation, a Kentucky corporation, shall grant to Lender an Unconditional and Continuing Guaranty dated of even date herewith. Said Unconditional and Continuing Guaranty shall now secure the payment of the Restated Note and other sums due under the Loan Documents and shall now become part of the Loan Documents.
Additional Guaranty. If applicable, any corporation, partnership, joint venture or business association acquired with the proceeds of such Acquisition Credit Loan shall execute and deliver to the Agent and the Banks a guaranty satisfactory to the Banks and their counsel.
Additional Guaranty. 78 8.1.11. Intra-Group Agreement, etc.........................................79 8.2. Negative Covenants.................................................79 8.2.1. Restriction on Incurrence of Indebtedness..........................79 8.2.2. Restriction on Incurrence of Liens.................................80 8.2.3. Financial Condition................................................81 8.2.4. Dividends..........................................................82 8.2.5. Consolidation, Merger, Asset Acquisitions, etc.....................82 8.2.6. Transactions with Affiliates.......................................84 8.2.7. Limitations on Margin Stock Acquisitions...........................85 8.2.8. Limitation on Sale of Trade Accounts Receivable....................85 8.2.9. Sale of Assets.....................................................85 8.2.10. Limitation on Businesses...........................................87 ARTICLE IX
Additional Guaranty. Contemporaneously with the execution of this Amendment, Additional Guarantor has executed and delivered to Agent for the benefit of Agent and the Banks that certain Unconditional Guaranty of Payment and Performance (the "Additional Guaranty"). The parties hereto acknowledge and agree that from and after the date hereof, Additional Guarantor shall be an "Additional Guarantor" pursuant to the terms of the Credit Agreement, the Additional Guaranty shall be a "Guaranty" for the purposes of the Credit Agreement, and Walden, as the general paxxxxx of Additional Guarantor, shall be a "General Partner for the purposes of the Credit Agreement. The Borrower and Additional Guarantor hereby restate and reaffirm with respect to Additional Guarantor each and every representation and warranty in the Loan Documents made by or with respect to Guarantors and their general partners as if the same were more fully set forth herein, and represent and warrant that each such representation and warranty is true and correct with respect to Additional Guarantor and its general partner, and that all covenants and agreements in the Loan Documents of the Guarantors and their general partners are true and correct with respect to Additional Guarantor.
Additional Guaranty. As a condition to Bank's agreements contained herein, Borrowers shall cause to be executed and delivered to Bank, at the Borrowers' cost and expense, the unlimited, unconditional guaranty and surety agreement of SCT Manufacturing& Distribution Systems, Inc., a Delaware corporation and a subsidiary of Company, which agreement shall be substantially in the form of Exhibit C to the Credit Agreement, together with a copy of the Articles of Certificate of Incorporation and Bylaws of Company, certified by an officer of Company, certified resolutions adopted by the board of directors of Company authorizing the execution and delivery of such guaranty, an incumbency certificate evidencing the officers and directors of Company and providing specimen signatures for such officers, a certificate issued by the State of Delaware evidencing the existence and goodstanding of Company, an opinion of counsel for Borrowers and Company in form acceptable to Bank and such other items so Bank may reasonably request to evidence the existence of Company and the enforceability of its guaranty.
Additional Guaranty. After the execution and delivery of this Agreement, the Target Company and Sellers shall cause an additional guaranty to be provided by the Additional Guarantors, such guaranty to be on the same terms and conditions as the Sellers Guaranty.
