Borrower Guaranty. Administrative Agent shall have received confirmation by Borrower, pursuant to the Joinder Agreement, with respect to its obligations under Section 6 with respect to such Qualified Borrower;
Borrower Guaranty. The U.S. Borrower agrees that any notice or directive given at any time to the Administrative Agent or any other Secured Party which is inconsistent with any of the foregoing waivers shall be null and void and may be ignored by the Administrative Agent or such other Secured Party, and, in addition, may not be pleaded or introduced as evidence in any litigation relating to this U.S. Borrower Guaranty for the reason that such pleading or introduction would be at variance with the written terms of this U.S. Borrower Guaranty, unless the Administrative Agent and the Required Agreement Lenders have specifically agreed otherwise in writing. The foregoing waivers are of the essence of the transaction contemplated by this Agreement and the other Loan Documents and, but for this U.S. Borrower Guaranty and such waivers, the Administrative Agent and other Secured Parties would decline to enter into this Agreement and the other Loan Documents.
Borrower Guaranty. Administrative Agent shall have received from Borrower a duly executed Borrower Guaranty complying with the terms and provisions hereof;
Borrower Guaranty. In order to induce the Lenders to extend credit to the Borrower hereunder and for other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the Borrower hereby absolutely and irrevocably and unconditionally guarantees, as a primary obligor and not merely as a surety, the payment when and as due of the Rate Management Obligations and Banking Services Obligations of the Subsidiaries (collectively, the “Specified Ancillary Obligations”). The Borrower further agrees that the due and punctual payment of such Specified Ancillary Obligations may be extended or renewed, in whole or in part, without notice to or further assent from it, and that it will remain bound upon its guarantee hereunder notwithstanding any such extension or renewal of any such Specified Ancillary Obligation. The Borrower waives presentment to, demand of payment from and protest to any Subsidiary of any of the Specified Ancillary Obligations, and also waives notice of acceptance of its obligations and notice of protest for nonpayment. The obligations of the Borrower hereunder shall not be affected by (a) the failure of any applicable Lender (or any of its Affiliates) to assert any claim or demand or to enforce any right or remedy against any Subsidiary under the provisions of any Banking Services Agreement, any Rate Management Transaction or otherwise; (b) any extension or renewal of any of the Specified Ancillary Obligations; (c) any rescission, waiver, amendment or modification of, or release from, any of the terms or provisions of this Agreement, any other Loan Document, any Banking Services Agreement, any Rate Management Transaction or other agreement; (d) any default, failure or delay, willful or otherwise, in the performance of any of the Specified Ancillary Obligations; (e) the failure of any applicable Lender (or any of its Affiliates) to take any steps to perfect and maintain any security interest in, or to preserve any rights to, any security or collateral for the Specified Ancillary Obligations, if any; (f) any change in the corporate, partnership or other existence, structure or ownership of any Subsidiary or any other guarantor of any of the Specified Ancillary Obligations; (g) the enforceability or validity of the Specified Ancillary Obligations or any part thereof or the genuineness, enforceability or validity of any agreement relating thereto or with respect to any collateral securing the Specified Ancillary Obligations or any part t...
Borrower Guaranty. Administrative Agent shall have received from the applicable Borrower a duly executed Borrower Guaranty;
Borrower Guaranty. (a) The Borrower guarantees to the Lender (i) the prompt payment and discharge of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms herein.
(b) The Loan and the Borrower’s Obligations under the Loan are unsecured and shall not result in the imposition of any Lien in favor of the Lender on the Properties or assets of the Borrower.
Borrower Guaranty. The Borrower hereby absolutely and unconditionally guarantees, as a guaranty of payment and not merely as a guaranty of collection, prompt payment when due, whether at stated maturity, by required prepayment, upon acceleration, demand or otherwise, and at all times thereafter, payment of any and all of the payment GO Bond Obligations, whether for principal, interest, premiums, fees, indemnities, damages, costs, expenses or otherwise, owing to the Lender Parties, and whether arising hereunder or under any other Loan Document or under any GO Bond Document (including all renewals, extensions, amendments, refinancings and other modifications thereof and all costs, attorneys’ fees and expenses incurred by the Lender Parties in connection with the collection or enforcement thereof). The Administrative Agent’s books and records showing the amount of the payment GO Bond Obligations shall be admissible in evidence in any action or proceeding, and shall be binding upon the Borrower, and conclusive absent manifest error for the purpose of establishing the amount of the payment GO Bond Obligations. This Borrower Guaranty shall not be affected by the genuineness, validity, regularity or enforceability of the GO Bond Obligations or any instrument or agreement evidencing any GO Bond Obligations , or by the existence, validity, enforceability, perfection, non-perfection or extent of any collateral therefor, or by any fact or circumstance relating to the GO Bond Obligations which might otherwise constitute a defense to the obligations of the Borrower under this Borrower Guaranty, and the Borrower hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to any or all of the foregoing.
Borrower Guaranty. The Borrower hereby guarantees to the Administrative Agent for the benefit of the Secured Parties, and their respective permitted successors and assigns, the full payment and performance of each Guarantor’s obligations under any Secured Hedge Agreements and Secured Cash Management Agreements. In furtherance of the foregoing, references herein to “Guarantor” (other than references in Sections 2.1 and 2.3) shall include the Borrower solely in its capacity as a guarantor pursuant to this Section 5.20.
Borrower Guaranty. The U.S. Borrower agrees that, in the event of the occurrence of an Event of Default described under Section 8.1.9 with respect to the Canadian Borrower, and if such event shall occur at a time when any of the Obligations of the Canadian Borrower and each other Obligor securing or guaranteeing the Obligations of the Canadian Borrower may not then be due and payable, the U.S. Borrower agrees that it will pay to the Administrative Agents for the account of the Secured Parties forthwith the full amount which would be payable under the guaranty set forth in this Article X by the U.S. Borrower if all such Obligations were then due and payable.
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