ASSUMPTIONS, GUARANTEES, ETC Clause Samples
The "Assumptions, Guarantees, Etc" clause defines the foundational expectations and assurances that each party makes regarding their ability to perform under the contract. This clause typically outlines specific conditions or facts that are presumed to be true, such as a party's legal authority, financial stability, or compliance with laws, and may include explicit guarantees about the quality or timeliness of deliverables. By clearly stating these assumptions and guarantees, the clause helps allocate risk and prevent disputes by ensuring both parties understand the baseline conditions required for the agreement to function as intended.
ASSUMPTIONS, GUARANTEES, ETC. OF INDEBTEDNESS OF OTHER PERSONS. The Company has not assumed, guaranteed, endorsed or otherwise become directly or contingently liable on or for any indebtedness of any other Person, except guarantees by endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.
ASSUMPTIONS, GUARANTEES, ETC of Indebtedness of Other Persons. Except as set forth on Schedule 2.22, the Company has not assumed, guaranteed, endorsed or otherwise become directly or contingently liable on or for any indebtedness for borrowed money of any other Person, except guarantees by endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.
ASSUMPTIONS, GUARANTEES, ETC of Indebtedness of Other Persons. -------------------------------------------------------------- Except as set forth on Schedule 2.21, neither the Company nor any Subsidiary has ------------- assumed, guaranteed, endorsed or otherwise become directly or contingently liable on or for any indebtedness of any other Person, except guarantees by endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.
ASSUMPTIONS, GUARANTEES, ETC. OF INDEBTEDNESS OF OTHER PERSONS. Isys has not assumed, guaranteed, endorsed or otherwise become directly or contingently liable on or for any indebtedness for borrowed money of any other person or entity, except guarantees by endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.
ASSUMPTIONS, GUARANTEES, ETC. Until the Closing in escrow, the Seller shall not permit the Company to directly or indirectly, assume, guarantee, endorse or otherwise become directly or contingently liable in connection with any debt obligation or other liability of any Person.
ASSUMPTIONS, GUARANTEES, ETC of Indebtedness of Other Persons. -------------------------------------------------------------- Except as set forth on Schedule 2.26, neither the Company nor any of its ------------- Subsidiaries has assumed, guaranteed, endorsed or otherwise become directly or contingently liable on or for any indebtedness of any other Person, except where such assumption, guarantee, endorsement or other liability would not have a Material Adverse Effect and except guarantees by endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business. Except as set forth on Schedule 2.26, neither the Company ------------- nor any of its Subsidiaries has assumed, guaranteed, endorsed or otherwise become directly or contingently liable on or for any indebtedness of any affiliate of the Company.
ASSUMPTIONS, GUARANTEES, ETC of Indebtedness of Other Persons. -------------------------------------------------------------- Assume, guarantee, endorse or otherwise become directly or contingently liable (including, without limitation, liable by way of agreement, contingent or otherwise, to purchase, to provide funds for payment, to supply funds to or otherwise invest in the debtor or otherwise to assure the creditor against loss) in connection with any Debt or indebtedness of any other Person, except guarantees by endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business. This provision shall not apply to the Parent.
ASSUMPTIONS, GUARANTEES, ETC of Indebtedness of Other Persons. -------------------------------------------------------------- Except as disclosed in the SEC Documents filed with the Commission prior to the date hereof or as set forth on Schedule 2.20, neither the Company nor any Subsidiary has ------------- assumed, guarantied, endorsed or otherwise become directly or contingently liable on or for any indebtedness of any other Person, except guarantees by endorsement of negotiable instruments for deposit or collection.
ASSUMPTIONS, GUARANTEES, ETC. OF INDEBTEDNESS OF OTHER PERSONS. Except as set forth on SCHEDULE 2.19, neither the Company nor any Material Subsidiary has assumed, guaranteed, endorsed or otherwise become directly or contingently liable on or for any indebtedness of any other Person, except guarantees by endorsement of negotiable instruments for deposit or collection.
ASSUMPTIONS, GUARANTEES, ETC. The Borrower shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any Guaranty, except for (i) the Guaranty Agreements, (ii) Guarantees of the Lender Obligations, (iii) Guarantees by Borrower for general purposes not to exceed $5,000,000 (iv) Guarantees by Subsidiaries of the Senior Notes and any Indebtedness permitted under Section 9.1(d) as refinancing or replacement of the Senior Notes, and (v) a Guaranty by Borrower of Indebtedness of the ESOP incurred by the ESOP in order to purchase, own or carry capital stock of Borrower, provided that the maximum aggregate principal amount to which such Guaranty relates shall not exceed $5,000,000.