Common use of Binding Effect; Several Agreement; Assignments; Releases Clause in Contracts

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each Guarantor when a counterpart hereof executed on behalf of each Guarantor shall have been delivered to the Administrative Agent and a counterpart hereof shall have been executed on behalf of the Administrative Agent, and thereafter shall be binding upon each Guarantor and the Administrative Agent and their respective successors and assigns, and shall inure to the benefit of each Guarantor, the Administrative Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers nor the Guarantors shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Agent is hereby expressly authorized to, and agrees upon request of the Borrowers it will, release any Guarantor from its obligations hereunder in the event that all the Equity Interests of such Guarantor shall be sold, transferred or otherwise disposed of in a transaction permitted by the Credit Agreement.

Appears in 6 contracts

Samples: Credit Agreement (Smith & Wesson Holding Corp), Credit Agreement (Smith & Wesson Holding Corp), Operating Companies Guaranty (Smith & Wesson Holding Corp)

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Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each Guarantor when a counterpart hereof executed on behalf of each Guarantor shall have been delivered to the Administrative Agent and a counterpart hereof shall have been executed on behalf of the Administrative Agent, and thereafter shall be binding upon each Guarantor and the Administrative Agent and their respective successors and assigns, and shall inure to the benefit of each Guarantor, the Administrative Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers Borrower, nor the Guarantors shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Agent is hereby expressly authorized to, and agrees upon request of the Borrowers Borrower it will, release any Guarantor from its obligations hereunder (including its Guaranty) in the event that (i) all the Equity Interests Interests, or all or substantially all of the assets, of such Guarantor shall be sold, transferred or otherwise disposed of to a person other than the Borrower or any of its Subsidiaries in a transaction permitted by the Credit Agreement or (ii) the Guarantor is designated as a Joint Venture Subsidiary and the Guaranty may be released in accordance therewith pursuant to the Credit Agreement; provided that the Guaranty with respect to the Credit Agreement shall only be released upon the simultaneous release of the Guaranty of the Existing Notes Indenture.

Appears in 4 contracts

Samples: Credit Agreement (Health Management Associates Inc), Credit Agreement (Health Management Associates Inc), Credit Agreement (Health Management Associates Inc)

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each Guarantor when a counterpart hereof executed on behalf of each Guarantor shall have been delivered to the Administrative Collateral Agent and a counterpart hereof shall have been executed on behalf of the Administrative Collateral Agent, and thereafter shall be binding upon each Guarantor and the Administrative Collateral Agent and their respective successors and assigns, and shall inure to the benefit of each Guarantor, the Administrative Collateral Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers Borrower, Holdings nor the Guarantors shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Collateral Agent is hereby expressly authorized to, and agrees upon request of the Borrowers Borrower it will, release any Guarantor from its obligations hereunder (including its Guaranty) in the event that all the Equity Interests of such Guarantor shall be sold, transferred or otherwise disposed of to a person other than Holdings or any of its Subsidiaries in a transaction permitted by the Credit Agreement.

Appears in 2 contracts

Samples: Guaranty Agreement (RiskMetrics Group Inc), Guaranty Agreement (RiskMetrics Group Inc)

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Subsidiary Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each Subsidiary Guarantor when a counterpart hereof executed on behalf of each Subsidiary Guarantor shall have been delivered to the Administrative Agent and a counterpart hereof shall have been executed on behalf of the Administrative Agent, and thereafter shall be binding upon each Subsidiary Guarantor and the Administrative Agent and their respective successors and assigns, and shall inure to the benefit of each Subsidiary Guarantor, the Administrative Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers nor the Subsidiary Guarantors shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Agent is hereby expressly authorized to, and agrees upon request of the Borrowers it will, release any Subsidiary Guarantor from its obligations hereunder in the event that all the Equity Interests of such Subsidiary Guarantor shall be sold, transferred or otherwise disposed of in a transaction permitted by the Credit Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Smith & Wesson Holding Corp), Subsidiary Guaranty (Smith & Wesson Holding Corp)

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each Guarantor when a counterpart hereof executed on behalf of each Guarantor shall have been delivered to the Administrative Agent and a counterpart hereof shall have been executed on behalf of the Administrative Agent, and thereafter shall be binding upon each Guarantor and the Administrative Agent and their respective successors and assigns, and shall inure to the benefit of each Guarantor, the Administrative Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers Borrower, nor the Guarantors shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Agent is hereby expressly authorized to, and agrees upon request of the Borrowers Borrower it will, release any Guarantor from its obligations hereunder (including its Guaranty) in the event that all the Equity Interests accordance with Sections 6.15, 6.17(e), and 9.10 of such Guarantor shall be sold, transferred or otherwise disposed of in a transaction permitted by the Credit Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Valvoline Inc), Credit Agreement (Ashland Inc.)

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement Guaranty any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Guarantor the Company that are contained in this Agreement Guaranty shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement Guaranty shall become effective as to each Guarantor the Company when a counterpart hereof executed on behalf of each Guarantor the Company shall have been delivered to the Administrative Agent and a counterpart hereof shall have been executed on behalf of the Administrative Agent, and thereafter shall be binding upon each Guarantor the Company and the Administrative Agent and their respective successors and assigns, and shall inure to the benefit of each Guarantorthe Company, the Administrative Agent and the other Secured Guaranteed Parties, and their respective successors and assigns, except that neither the Designated Borrowers nor the Guarantors Company shall have the right to assign its their rights or obligations hereunder or any interest herein without the prior written consent of the Administrative Agent and the Required Lenders (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Agent is hereby expressly authorized to, and agrees upon request of the Borrowers it will, release any Guarantor from its obligations hereunder in the event that all the Equity Interests of such Guarantor shall be sold, transferred or otherwise disposed of in a transaction permitted by the Credit Agreement).

Appears in 2 contracts

Samples: Guaranty (WEX Inc.), Guaranty (Wright Express CORP)

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each the Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each the Guarantor when a counterpart hereof executed on behalf of each the Guarantor shall have been delivered to the Administrative Collateral Agent and a counterpart hereof shall have been executed on behalf of the Administrative Collateral Agent, and thereafter shall be binding upon each the Guarantor and the Administrative Collateral Agent and their respective successors and assigns, and shall inure to the benefit of each the Guarantor, the Administrative Collateral Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers Borrower nor the Guarantors Guarantor shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Collateral Agent is hereby expressly authorized to, and agrees upon request of the Borrowers Borrower that it will, release any the Guarantor from its obligations hereunder in the event that all the Equity Interests capital stock of such the Guarantor shall be sold, transferred or otherwise disposed of to a person that is not an Affiliate of the Borrower in a transaction permitted by Section 6.05 of the Credit Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Sola International Inc), Credit Agreement (Sola International Inc)

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each the Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each the Guarantor when a counterpart hereof executed on behalf of each the Guarantor shall have been delivered to the Administrative Agent and a counterpart hereof shall have been executed on behalf of the Administrative Agent, and thereafter shall be binding upon each the Guarantor and the Administrative Agent and their respective successors and assigns, and shall inure to the benefit of each the Guarantor, the Administrative Agent and the other Secured PartiesAgent, each Lender, each L/C Issuer, and their respective successors and assigns, except that neither the Borrowers Borrower, nor the Guarantors Guarantor shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Agent is hereby expressly authorized to, and agrees upon request of the Borrowers it will, release any Guarantor shall automatically be released from its obligations hereunder (including its Guarantee hereunder) upon the occurrence of an event described in the event that all the Equity Interests clause (A) or clause (B) of such Guarantor shall be sold, transferred or otherwise disposed of in a transaction permitted by the Credit AgreementSection 10 above.

Appears in 1 contract

Samples: Guaranty Agreement (Ashland Global Holdings Inc)

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Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each Guarantor when a counterpart hereof executed on behalf of each Guarantor shall have been delivered to the Administrative Collateral Agent and a counterpart hereof shall have been executed on behalf of the Administrative Collateral Agent, and thereafter shall be binding upon each Guarantor and the Administrative Collateral Agent and their respective successors and assigns, and shall inure to the benefit of each Guarantor, the Administrative Collateral Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers Borrower nor the Guarantors shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Collateral Agent is hereby expressly authorized to, and agrees upon request of the Borrowers Borrower it will, release any Subsidiary Guarantor from its obligations hereunder (including its Guaranty) in the event that all the Equity Interests of such Subsidiary Guarantor shall be sold, transferred or otherwise disposed of to a person other than Parent Guarantor or any of its Subsidiaries in a transaction permitted by the Barrington Credit AgreementFacility.

Appears in 1 contract

Samples: Guaranty Agreement (Barrington Quincy LLC)

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each Guarantor when a counterpart hereof executed on behalf of each Guarantor shall have been delivered to the Administrative Agent and a counterpart hereof shall have been executed on behalf of the Administrative Agent, and thereafter shall be binding upon each Guarantor and the Administrative Agent and their respective successors and assigns, and shall inure to the benefit of each Guarantor, the Administrative Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers nor the Guarantors shall not have the right to assign its their rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Agent is hereby expressly authorized to, and agrees upon request of the Borrowers Borrower it will, release any Guarantor from its obligations hereunder (including its Guaranty) in the event that all the Equity Interests accordance with Section 9.10 of such Guarantor shall be sold, transferred or otherwise disposed of in a transaction permitted by the Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (Brocade Communications Systems Inc)

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each Guarantor when a counterpart hereof executed on behalf of each Guarantor shall have been delivered to the Administrative Collateral Agent and a counterpart hereof shall have been executed on behalf of the Administrative Collateral Agent, and thereafter shall be binding upon each Guarantor and the Administrative Collateral Agent and their respective successors and assigns, and shall inure to the benefit of each Guarantor, the Administrative Collateral Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers Borrower nor the Guarantors shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Collateral Agent is hereby expressly authorized to, and agrees upon request of the Borrowers Borrower it will, release any Subsidiary Guarantor from its obligations hereunder (including its Guaranty) in the event that all the Equity Interests of such Subsidiary Guarantor shall be sold, transferred or otherwise disposed of to a person other than Parent Guarantor or any of its Subsidiaries in a transaction permitted by the Credit Agreement.

Appears in 1 contract

Samples: Guaranty Agreement (Barrington Quincy LLC)

Binding Effect; Several Agreement; Assignments; Releases. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of each Guarantor that are contained in this Agreement shall bind and inure to the benefit of each party hereto and their respective successors and assigns. This Agreement shall become effective as to each Guarantor when a counterpart hereof executed on behalf of each Guarantor shall have been delivered to the Administrative Agent and a counterpart hereof shall have been executed on behalf of the Administrative Agent, and thereafter shall be binding upon each Guarantor and the Administrative Agent and their respective successors and assigns, and shall inure to the benefit of each Guarantor, the Administrative Agent and the other Secured Parties, and their respective successors and assigns, except that neither the Borrowers Borrower, nor the Guarantors shall have the right to assign its rights or obligations hereunder or any interest herein (and any such attempted assignment shall be void) without the prior written consent of the Required Lenders. The Administrative Agent is hereby expressly authorized to, and agrees upon request of the Borrowers Borrower it will, release any Guarantor from its obligations hereunder (including its Guaranty) in the event that all the Equity Interests accordance with Sections 6.15, 6.17(d), and 9.10 of such Guarantor shall be sold, transferred or otherwise disposed of in a transaction permitted by the Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (Ashland Global Holdings Inc)

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