AGREEMENT OF GUARANTORS Sample Clauses

AGREEMENT OF GUARANTORS. Each Guarantor hereby makes the representations, warranties and covenants set forth on Exhibit B attached hereto and made a part hereof, which representations, warranties and covenants are intended to and shall form a part of this Guaranty for all purposes.
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AGREEMENT OF GUARANTORS. As of the date and year first above written, each of the undersigned hereby: (a) fully consents to the terms and provisions of the above Amendment and the consummation of the transactions contemplated thereby and agrees to all terms and provisions of the above Amendment applicable to it; (b) agrees that each Guaranty, Collateral Document and all other agreements executed by any of the undersigned in connection with the Credit Agreement or otherwise in favor of the Agent or the Lenders (collectively, the "Guarantor Documents") are hereby ratified and confirmed and shall remain in full force and effect, and each of the undersigned acknowledges that it has no setoff, counterclaim or defense with respect to any Guarantor Document; and (c) acknowledges that its consent and agreement hereto is a condition to the Lenders' obligation under this Amendment and it is in its interest and to its financial benefit to execute this consent and agreement.
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AGREEMENT OF GUARANTORS. The Guarantors, and each of them, jointly and severally hereby agree as follows, to take effect immediately: (a) The Guarantors hereby consent to the execution and delivery by the Borrower of the Letter Agreement and this Second Amendment Agreement, and jointly and severally agree that the Guaranty as hereby amended shall be and remain in effect and shall not be modified, amended, affected or terminated by reason of the execution and delivery hereof or the carrying out of the terms, provisions and agreements contained herein; (b) Guarantors represent and warrant that the execution and delivery of the Letter Agreement, the modification and amendment of the Present Working Capital Note, the Present Project Loan Agreement, the Present ABF Loan Agreement and Present Ancillary Loan Documents as provided for herein, and the agreement of Lender to make and advance additional amounts of the ABF Loan pursuant to the Borrowing Base Amount calculated as set forth in the Letter Agreement and in Section 4 hereof are and will be of substantial economic benefit to the Guarantors and each of them; (c) Guarantors and each of them jointly and severally agree that the Guaranty shall and will hereafter, except as released as provided in Section 11 hereof, constitute a guarantee not only of the Working Capital Loan but also of all outstanding amounts of the Project Loan and the ABF Loan now or hereafter outstanding pursuant to the Project Loan Agreement and the ABF Loan Agreement; (d) Guarantors and Lender hereby agree that to give effect to the provisions of this Section 7, (i) clause A of the Recital to the Guaranty is hereby deleted in its entirety, and there is substituted in lieu thereof a new clause A to read as follows: A. UNITED HOMES, INC., an Illinois corporation; UNITED HOMES, INC., an Arizona corporation; UNITED HOMES OF ILLINOIS, INC., an Illinois corporation and UNITED HOMES OF MICHIGAN, INC., a Michigan corporation, (collectively, the "Borrower") has or may become indebted to Lender for one or more loans (collectively, the "Loan") made or to be made by Lender to Borrower pursuant to one or more of the following instruments (together, whether one or more and however termed, called the "Note"): (a) Borrower's Note dated June 9, 1998 in the stated principal sum of $7,000,000 payable to Lender's order, as amended by the Amendments hereinafter referred to; (b) Loan Agreement dated May 28, 1996 between Borrower and Lender, as amended by the Amendments and Loan Agreeme...
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AGREEMENT OF GUARANTORS. The undersigned are the "Guarantors" under various Guaranty of Payment Agreements, dated July 2, 1993 and a Confirmation of Guaranty and Security Agreement dated September 13, 1994 (collectively, as amended, modified, substituted, extended and renewed from time to time, the "Guaranty"), in favor of the foregoing Lender. In order to induce the Lender to enter into the foregoing Agreement, the undersigned (a) consent to the transactions contemplated by, and agreements made by the Borrower under, the foregoing Agreement, and (b) ratify, confirm and reissue the terms, conditions, promises, covenants, grants, assignments, security agreements, agreements, representations, warranties and provisions contained in the Guaranty. Without limiting the foregoing, the undersigned acknowledge and agree that the Obligations (defined in the Financing Agreement) are covered by the Guaranty. WITNESS signatures and seals of the undersigned as of the date of the Agreement. GUARANTORS: ATTEST: ALBUQUERQUE PROSTHETIC CENTER, INC. By: (SEAL) ------------------------- -------------------------- Name: Title:
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AGREEMENT OF GUARANTORS. Each of the undersigned, in its capacity as a guarantor, acknowledges that its consent to the foregoing Third Amendment to Credit Agreement (the "AMENDMENT") is not required, but each of the undersigned nevertheless does hereby consent to the foregoing Amendment. Nothing herein shall in any way limit any of the terms or provisions of the Guaranty of the undersigned executed by the undersigned in the Bank's favor, or any other Loan Document executed by the undersigned (as the same may be amended from time to time), all of which are hereby ratified and affirmed in all respects. GUARANTORS: EDNA VALLEY VINEYARD, as a guarantor By:/s/THOMAS B. SELFRIDGE ------------------------- Name: Title: CANOE RIDGE VINEYARD LLC, as a guarantor By:/s/THOMAS B. SELFRIDGE ------------------------- Name: Title: SHW Equity Company, as a guarantor By:/s/THOMAS B. SELFRIDGE ------------------------- Name: Title:
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AGREEMENT OF GUARANTORS. Each of the undersigned Guarantors executed a Guaranty (each, a "Guaranty") as described in the Credit Agreement dated as of June 30, 1998 (as amended from time to time, the "Credit Agreement") between WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking associxxxxx, and SCHUFF STEEL COMPANY, a Delaware corporation (the "Original Borroxxx"). Each of the undersigned Guarantors hereby consents and agrees to the modifications and all other matters contained in the foregoing Fifth Modification Agreement of even date herewith. BANNISTER STEEL INC., a California xxxporation By: /s/ Scott A. Schuff ----------------------------------------- Name: Scott A. Schuff --------------------------------------- Its: Vice President ---------------------------------------- ADDISON STEEL, INC., a Florida corporation By: /s/ Scott A. Schuff ----------------------------------------- Name: Scott A. Schuff --------------------------------------- Its: Vice President ---------------------------------------- QUINCY JOIST COMPANY, a Florida corporation By: /s/ Scott A. Schuff ----------------------------------------- Name: Scott A. Schuff --------------------------------------- Its: Vice President ---------------------------------------- SCHUFF STEEL COMPANY, a Delaware corporation By: /s/ Scott A. Schuff ----------------------------------------- Name: Scott A. Schuff --------------------------------------- Its: President ---------------------------------------- AITKEN, INC., a Texas corporation By: /s/ Scott A. Schuff ----------------------------------------- Name: Scott A. Schuff --------------------------------------- Its: Vice President ---------------------------------------- ON-TIME STEEL MANAGEMENT, INC., a Delaware corporation By: /s/ Michael R. Hill ----------------------------------------- Name: Michael R Hill --------------------------------------- Its: Vice President ---------------------------------------- Dated as of March 18, 2002 SCHEDULE 3.1 PRICING GRID Eurodollar Rate Leverage Ratio Spread Base Rate Spread Facility Fee Rate -------------- ------ ---------------- ----------------- 4.00 or higher, but 3.50% 1.50% .625% less than 5.00 3.75 or higher 3.25% 1.25% .500% 3.50 or higher 3.00% 1.00% .500% 3.00 or higher 2.50% .50% .375% below 3.00 2.25% 0% .250% EXHIBIT "B" COMPLIANCE CERTIFICATE FOR FISCAL QUARTER/YEAR ENDING ________________, 20__ Wells Fargo Bank, National Association 100 West Washington Phoenix, Xxizona 85003 Attn: John Helms Xxxx:_________________...
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AGREEMENT OF GUARANTORS. The undersigned Guarantors hereby consent and agree to the foregoing Amended and Restated Credit Agreement, the other Operative Documents, as amended to date, and the transactions contemplated hereby and thereby. By: /s/ Wxxxxxx X. Xxxxxx Its: Secretary By: /s/ Wxxxxxx X. Xxxxxx Its: Chief Financial Officer By: /s/ Wxxxxxx X. Xxxxxx Its: Chief Financial Officer By: /s/ Wxxxxxx X. Xxxxxx Its: Chief Financial Officer By: /s/ Wxxxxxx X. Xxxxxx Its: Chief Financial Officer By: /s/ Wxxxxxx X. Xxxxxx Its: Chief Financial Officer Lender Amount Percentage Commitment Amount Percentage Mxxxxxx Lxxxx $ 35,000,000 100 % $ 20,000,000 100 % TOTALS $ 35,000,000 100 % $ 20,000,000 100 % Intentionally omitted. This Assignment Agreement (this “Assignment Agreement”) is entered into as of by and between the Assignor named on the signature page hereto (“Assignor”) and the Assignee named on the signature page hereto (“Assignee”). Reference is made to the Amended and Restated Credit Agreement dated as of November 13, 2006 (as amended or otherwise modified from time to time, the “Credit Agreement”) among Collegiate Pacific Inc. (“Borrower”), the financial institutions party thereto from time to time, as Lenders, and Mxxxxxx Lxxxx Business Financial Services Inc., as Administrative Agent. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Credit Agreement. Assignor and Assignee hereby agree as follows: Assignor hereby sells and assigns to Assignee, and Assignee hereby purchases and assumes from Assignor the interests set forth on the schedule attached hereto (the “Schedule”), in and to Assignor’s rights and obligations under the Credit Agreement as of the effective date set forth on the Schedule (the “Effective Date”). Such purchase and sale is made without recourse, representation or warranty except as expressly set forth herein. On the Effective Date, Assignee shall pay to Assignor an amount equal to the aggregate amounts assigned pursuant to the Schedule (exclusive of unfunded portions of the Revolving Loan Commitment) and Assignor shall pay to Assignee a closing fee in respect of the transactions contemplated hereby in the amount specified on the Schedule. Assignor (i) represents that as of the Effective Date, that it is the legal and beneficial owner of the interests assigned hereunder free and clear of any adverse claim, (ii) makes no other representation or warranty and assumes no responsibility with respect to any state...
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AGREEMENT OF GUARANTORS. Each of the undersigned, in its capacity as a Guarantor, acknowledges receipt of the Amendment to Amended and Restated Credit Agreement and Post-Closing Undertakings Agreement dated as of August 15, 2004 among The Chalone Wine Group, Ltd., (the “Borrower”), the Lenders party thereto, and Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A., “Rabobank International”, New York Branch as agent for the Lenders (in such capacity, the “Agent”) (the “Amendment”) and that its consent to the Amendment is not required, but each of the undersigned nevertheless does hereby consent to the Amendment and to any documents and agreements referred to therein. Nothing herein shall in any way limit any of the terms or provisions of the Guaranty dated as of April 19, 2002 of the undersigned or the Collateral Documents executed by the undersigned in the Agent’s and the Lenders’ favor, or any other Loan Document executed by the undersigned (as the same may be amended from time to time), all of which are hereby ratified and affirmed in all respects.
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AGREEMENT OF GUARANTORS. Each of the undersigned, in its capacity as a Guarantor, acknowledges receipt of the Credit Agreement, dated as of December 14, 2010, between Copart, Inc., a California corporation (the “Borrower”), and Bank of America, N.A. (the “Lender”) (the “Agreement”, the terms defined therein being used herein as therein defined), which Agreement is being entered into in connection with the Amendment and Restatement of the Existing Credit Agreement. Each of the undersigned, in its capacity as a Guarantor, further acknowledges that its consent to the Amendment and Restatement of the Existing Credit Agreement is not required, but each of the undersigned nevertheless does hereby consent to the Amendment and Restatement of the Existing Credit Agreement and to any documents and agreements referred to in the Agreement with reference to such Amendment and Restatement. Nothing herein shall in any way limit any of the terms or provisions of the Guaranty dated as of March 6, 2008, of the undersigned executed by the undersigned in the Lender’s favor (whether originally or pursuant to a Guaranty Accession) pursuant to the terms of the Existing Credit Agreement, or any other Loan Document executed by the undersigned (as the same may be amended from time to time), all of which are hereby ratified and affirmed in all respects.
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Related to AGREEMENT OF GUARANTORS

  • Consent of Guarantors Each of the Guarantors shall have executed and delivered to the Agent the Consent.

  • Joinder of Guarantors Each of the Guarantors hereby joins in this Amendment to evidence its consent hereto, and each Guarantor hereby reaffirms its obligations set forth in the Credit Agreement, as hereby amended, and in each Guaranty Agreement and each other Loan Document given by it in connection therewith.

  • Acknowledgment of Guarantors The Guarantors acknowledge and consent to all of the terms and conditions of this Amendment and agree that this Amendment and all documents executed in connection herewith do not operate to reduce or discharge the Guarantors’ obligations under the Credit Documents.

  • Release of Guarantors Notwithstanding anything in Section 9.02(b) to the contrary, any Subsidiary Guarantor shall automatically be released from its obligations hereunder (and its Loan Guaranty shall be automatically released) (a) upon the consummation of any permitted transaction or series of related transactions if as a result thereof such Subsidiary Guarantor ceases to be a Restricted Subsidiary (or becomes an Excluded Subsidiary as a result of a single transaction or series of related transactions permitted hereunder; provided, that the release of any Subsidiary Guarantor from its obligations under the Loan Guaranty if such Subsidiary Guarantor becomes an Excluded Subsidiary of the type described in clause (a) of the definition thereof shall only be permitted if at the time such Guarantor becomes an Excluded Subsidiary of such type (i) no Event of Default exists, (ii) after giving pro forma effect to such release and the consummation of the transaction that causes such Person to be an Excluded Subsidiary of such type, the Borrower is deemed to have made a new Investment in such Person for purposes of Section 6.06 (as if such Person were then newly acquired) in an amount equal to the portion of the fair market value of the net assets of such Person attributable to the Borrower’s equity interest therein as reasonably estimated by the Borrower and such Investment is permitted pursuant to Section 6.06 (other than Section 6.06(f)) at such time and (iii) a Responsible Officer of the Borrower certifies to the Administrative Agent compliance with preceding clauses (i) and (ii)) and/or (b) upon the occurrence of the Termination Date. In connection with any such release, the Administrative Agent shall promptly execute and deliver to the relevant Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence termination or release; provided, that upon the request of the Administrative Agent, the Borrower shall deliver a certificate of a Responsible Officer certifying that the relevant transaction has been consummated in compliance with the terms of this Agreement. Any execution and delivery of documents pursuant to the preceding sentence of this Section 9.22 shall be without recourse to or warranty by the Administrative Agent (other than as to the Administrative Agent’s authority to execute and deliver such documents).

  • AMENDMENT OF GUARANTY No term or provision of this Guaranty shall be amended, modified, altered, waived or supplemented except in a writing signed by Guarantor and Counterparty.

  • Reaffirmation of Guaranty The Guarantors hereby ratify and affirm all of the terms, covenants, conditions and obligations of the Guaranty and acknowledge and agree that the term “Obligations” as used in the Guaranty shall apply to all of the Obligations of Seller to Buyer under the Repurchase Agreement, as amended hereby.

  • Reaffirmation of Guaranties The Credit Parties signatory hereto hereby reaffirm their Guaranties of the Obligations, taking into account the provisions of this Amendment.

  • Scope of Guaranty (a) Guarantor hereby absolutely, unconditionally and irrevocably guarantees to Lender each of the following: (i) Guarantor guarantees the full and prompt payment when due, whether at the Maturity Date or earlier, by reason of acceleration or otherwise, and at all times thereafter, of each of the following: (A) Guarantor guarantees a portion of the Indebtedness equal to 0% of the original principal balance of the Note (“Base Guaranty”). (B) In addition to the Base Guaranty, Guarantor guarantees all other amounts for which Borrower is personally liable under Sections 9(c), 9(d) and 9(f) of the Note (provided, however, that Guarantor will have no liability for failure of Borrower or SPE Equity Owner to comply with (I) Section 6.13(a)(xviii) of the Loan Agreement, and (II) the requirement in Section 6.13(a)(x)(B) of the Loan Agreement as to payment of trade payables within 60 days of the date incurred). (C) Guarantor guarantees all costs and expenses, including reasonable Attorneys’ Fees and Costs incurred by Lender in enforcing its rights under this Guaranty. (ii) Guarantor guarantees the full and prompt payment and performance of, and compliance with, all of Borrower’s obligations under Sections 6.12, 10.02(b) and 10.02(d) of the Loan Agreement when due and the accuracy of Borrower’s representations and warranties under Section 5.05 of the Loan Agreement. (iii) Guarantor guarantees the full and prompt payment and performance of, and compliance with, Borrower’s obligations under Section 6.09(e)(v) of the Loan Agreement to the extent Property Improvement Alterations have commenced and remain uncompleted. (iv) Reserved.

  • Reinstatement of Guaranty This Guaranty Agreement shall continue to be effective, or be reinstated, as the case may be, if and to the extent at any time payment, in whole or in part, of any of the sums due to any holder on account of the Guaranteed Obligations is rescinded or must otherwise be restored or returned by a holder upon the insolvency, bankruptcy, dissolution, liquidation or reorganization of the Company or any other guarantors, or upon or as a result of the appointment of a custodian, receiver, trustee or other officer with similar powers with respect to the Company or any other guarantors or any part of its or their property, or otherwise, all as though such payments had not been made.

  • Enforcement of Guaranty In no event shall Agent have any obligation (although it is entitled, at its option) to proceed against any Borrower or any other Credit Party or any Collateral pledged to secure Guaranteed Obligations before seeking satisfaction from any or all of the Guarantors, and Agent may proceed, prior or subsequent to, or simultaneously with, the enforcement of Agent's rights hereunder, to exercise any right or remedy which it may have against any Collateral, as a result of any Lien it may have as security for all or any portion of the Guaranteed Obligations.

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