AGREEMENT OF GUARANTY. In order to induce the Purchaser to purchase the Notes, the Guarantors hereby jointly and severally irrevocably and unconditionally guarantee as primary obligors and not merely as sureties, the due and punctual payment in full of all Obligations when the same shall become due, whether at stated maturity, by acceleration, demand or otherwise (including amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code or a stay granted under Section 105 of the Bankruptcy Code, and including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of the obligor whether or not post filing interest is allowed in such proceeding). The term "Obligations" is used herein in its most comprehensive sense and includes any and all obligations of Issuer now or hereafter made, incurred or created, whether absolute or contingent, liquidated or unliquidated, whether due or not due, and however arising under or in connection with any Note.
AGREEMENT OF GUARANTY. In order to induce the GREATER ORLANDO AVIATION AUTHORITY (the "Aviation Authority") to enter into the attached STC Food and Beverage Package 3 Concession Agreement (the "Agreement") with (the "Company") (which the Aviation Authority would be unwilling to do without this Agreement of Guaranty), the undersigned unconditionally guarantees to the Aviation Authority that Company will fully and timely make payment, prior to the expiration of any portion applicable provided in this Agreement, of all Concession Fees and other payments which Company is required to pay to the Aviation Authority under this Agreement, and that Company will comply with all of the other terms and conditions of this Agreement. The obligations of the undersigned hereunder shall be direct and immediate and not conditional or contingent upon the Aviation Authority's pursuit of its remedies against Company, and shall remain in full force and effect notwithstanding (i) amendments or modifications to this Agreement entered into by the Aviation Authority and Company without the knowledge or consent of the undersigned, (ii) waivers of compliance with or any default under this Agreement granted by the Aviation Authority to Company without the knowledge or consent of the undersigned,
AGREEMENT OF GUARANTY. 15.2.1. To induce Agent and Lenders to make loans or otherwise extend credit to Borrower from time to time as set forth in this Agreement, and for other good and valuable consideration, each Guarantor hereby unconditionally and absolutely guarantees to the Guaranteed Parties the due and punctual payment, performance and discharge (whether upon stated maturity, demand, acceleration or otherwise in accordance with the terms thereof) of all of the Obligations of Borrower or any other Obligor now or hereafter existing, whether for principal, interest, fees, expenses or otherwise, regardless of whether recovery upon any of such Obligations becomes barred by any statute of limitations, is void or voidable under any law relating to fraudulent obligations or otherwise, is or becomes invalid or unenforceable for any other reason, or is unrecoverable in any Insolvency Proceeding of an Obligor (whether pursuant to 11 U.S.C. Section 506 or otherwise).
15.2.2. Each Guarantor does hereby waive: notice of acceptance hereof; notice of the extension of credit from time to time by any Guaranteed Party to Borrower and the creation, existence or acquisition of any Obligations; notice of the amount of Obligations outstanding from time to time, subject, however, to each Guarantor's right to make inquiry of Agent to ascertain the amount of Obligations at any reasonable time; notice of any adverse change in Borrower's financial condition or of any other fact which might increase such Guarantor's risk; notice of presentment for payment, demand, protest and notice thereof as to any instrument; notice of any Default, Event of Default or acceleration and all other notices and demands to which Guarantors might otherwise be entitled; any defense that Borrower may at any time assert based upon the invalidity or unenforceability of any of the Loan Documents, the statute of limitations, the statute of frauds, failure of consideration, fraud, bankruptcy, lack of legal capacity, usury, or accord and satisfaction; and any right to contest the commercial reasonableness of the disposition of any or all Collateral. Each Guarantor further waives any right such Guarantor may have, by statute or otherwise, to require any of the Guaranteed Parties to institute suit against Borrower or any other Obligor after notice or demand from Guarantors or to seek recourse first against Borrower or any other Obligor, or to realize upon any Collateral, as a condition to enforcing any Guarantor's liability and ob...
AGREEMENT OF GUARANTY. 24 Section 3.02. Guaranty Irrevocable............................................. 25 Section 3.03. Certain Waivers.................................................. 26 Section 3.04.
AGREEMENT OF GUARANTY. The Guarantor hereby irrevocably and unconditionally guarantees to CCFI the payment, when due, of all of the obligations and liabilities of the Borrower to CCFI for principal, interest, fees or otherwise under and in connection with the Loans, regardless of their amounts, the Agreement, the Note referred to therein, and each of the other documents or instruments entered into or delivered in connection therewith (the "Documents"), and any other payment or indemnification to be made by the Borrower pursuant to or in connection with the Loans (all of the foregoing being hereinafter referred to as the "Guaranteed Obligations"). All such payments with respect to all Guaranteed Obligations shall be made to CCFI at its office at 245 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 xx such other place as may be notified in writing to the Guarantor by CCFI, in U.S. Dollars and in immediately available funds. The obligations of the Guarantor under this Guaranty are direct and primary obligations and shall not be discharged for any reason until CCFI has been indefeasibly paid in full. Without limiting the generality of the foregoing, the obligations of the Guarantor shall remain in force notwithstanding: (a) any invalidity, illegality or unenforceability of, or any defect in, any of the Documents or any defense which the Borrower or any successor thereof may have with respect thereto or with respect to any collateral therefor, if any, (b) the existence or absence of any legal action to enforce the Guaranteed Obligations or the Documents or any security thereof, or (c) any other circumstance which might otherwise constitute a defense available to, or discharge of, a guarantor or surety of any type. This Guaranty is several and independent of, and may be enforced regardless of any other obligation (direct or contingent) of the Guarantor or any other Person (such term to include any person, partnership, corporation, association or other legal or governmental entity, agency or instrumentality) with respect to the Guaranteed Obligations.
AGREEMENT OF GUARANTY. 23 Section 3.02. Guaranty Irrevocable..................................................................23 Section 3.03. Certain Waivers.......................................................................24 Section 3.04. Limitations on Subrogation............................................................25 Section 3.05. Contribution..........................................................................25 Section 3.06. Certain Mergers and Consolidations....................................................26 Section 3.07. Release of Guaranty under Certain Circumstances.......................................26 Section 3.08. Subordination of Certain Indebtedness.................................................27 Section 3.09. Guarantors' Indemnity.................................................................27 Section 3.10. No Duty of Inquiry....................................................................27 Section 3.11. No Duty to Provide Data to Guarantors.................................................27 Section 3.12.
AGREEMENT OF GUARANTY. The Agreement of Guaranty is hereby amended and modified by deleting any and all references to "DRS Merger Sub" and to "DRS Merger Sub, Inc." and inserting new references to "NAI Technologies, Inc., a New York corporation, as successor-in-interest to DRS Merger Sub, Inc." in their place and stead.
AGREEMENT OF GUARANTY. The Mortgagee may take any of the remedies available to it under the Guaranty.
AGREEMENT OF GUARANTY indemnification, or other similar commitment with respect to the obligations or liabilities of any other Person (other than lawful indemnification provisions contained in the Charters and by-laws of such Company; or
AGREEMENT OF GUARANTY. In order to induce the Purchasers to purchase the Secured Notes, the Guarantors hereby jointly and severally irrevocably and unconditionally guarantee as primary obligors and not merely as sureties, the due and punctual payment in full of all Obligations when the same shall become due, whether at stated maturity, by acceleration, demand or otherwise (including, whether or not allowed, amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code or a
