Corporate Guaranty Clause Samples
A Corporate Guaranty clause establishes that a corporation agrees to guarantee the obligations or debts of another party, typically a subsidiary or affiliate, under a contract. In practice, this means that if the primary obligor fails to fulfill its contractual duties, the guarantor corporation is legally responsible for performing or paying on their behalf. This clause is commonly used in loan agreements or commercial leases to provide additional security to the counterparty. Its core function is to reduce the risk of non-payment or non-performance by ensuring a financially stable entity stands behind the obligations.
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Corporate Guaranty. In consideration of and as an inducement for the granting, execution and delivery of that certain Lease, dated as of November ___, 2009 (together with any amendments thereto, hereinafter called “Lease”), by ARC CVCSTIN001, LLC, a Delaware limited liability company, the Landlord therein named (whether one or more, collectively hereinafter called “Landlord”), to Hook-SupeRx, L.L.C., a Delaware limited liability company, the Tenant therein named (hereinafter called “Tenant”), with respect to that certain parcel of real property located in Coppell, Texas, which is more fully described on Exhibit A attached hereto, and in further consideration of the sum of One Dollar ($1.00) and other good and valuable consideration paid by Landlord to the undersigned, CVS Caremark Corporation, a Delaware corporation (hereinafter called “Guarantor”), Guarantor, intending to be legally bound, hereby irrevocably guarantees to Landlord (i) the full and prompt payment when due (whether at stated maturity, by acceleration, or otherwise) of all Fixed Rent and Additional Rent and any and all other sums and charges payable by Tenant under the Lease, and (ii) the full, faithful and prompt performance and observance of all the covenants, terms, conditions, and agreements contained in the Lease which are to be performed and observed by Tenant (all payment and performance obligations referred to in clauses (i) and (ii) being referred to herein, collectively, as the “Obligations”); and Guarantor does hereby become primary obligor, and not only surety to Landlord, for and with respect to all of the Obligations. Terms used herein with their initial letters capitalized which have been specifically defined in the Lease shall have the same meaning herein as in the Lease unless such terms are otherwise defined in this Corporate Guaranty (sometimes referred to herein as this “Guaranty”). Guarantor further agrees to pay all damages and all costs and expenses that may arise in consequence of any default by Tenant under the Lease or in connection with the enforcement of any rights under this Guaranty (including, without limitation, all reasonable attorneys’ fees incurred by Landlord or caused by any such default and/or by the enforcement of this Guaranty). Without limiting any other provision of this Guaranty, the Guarantor’s liability under this Guaranty shall extend to and include all amounts which constitute part of the Obligations and would be owed by the Tenant under the Lease but for the fact ...
Corporate Guaranty. This Corporate Guaranty is made between Getronics N.V., a company organized under the laws of The Netherlands (the "Guarantor") and RJR Venture Limited Partnership, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, (the "Landlord") in regard to the Lease Amendment signed on _________2000 by and between Getronics Wang Co. LLC ("Tenant"), ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ and Landlord and the underlying lease agreements referenced therein (collectively the "Leases") for the lease of facilities at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇. As a material inducement to the Landlord to enter into the Leases, and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the Guarantor, the Guarantor, hereby unconditionally and irrevocably guarantees the complete and timely payment and performance of each and every obligation of Tenant under the Leases, as the same may be modified or amended from time to time, the payment of all of the Landlord's costs to cure an Event of Default and the payment of all of the Landlord's costs to enforce the provisions of this guaranty ("Guaranty"). This Guaranty is an absolute, primary, and continuing guaranty of payment and performance and is independent of Tenant's obligations under the Leases, as modified or amended from time to time. Guarantor waives any right to require the Landlord to (a) join Tenant with Guarantor in any suit arising under this Guaranty, (b) proceed against or exhaust any other remedy in the Landlord's power. The Landlord may, without notice or demand and without affecting Guarantor's liability hereunder, from time to time, compromise, extend, waive or otherwise modify any or all of the terms of the Leases. Guarantor hereby waives all demands for performance, notices of performance, and notice of acceptance of this Guaranty. The liability of Guarantor under this Guaranty will not be affected by (i) the release or discharge of Tenant from, or impairment, limitation or modification of, Tenant's obligations under the Leases, as modified or amended form time to time, in any bankruptcy, receivership, or other debtor relief proceeding, whether state or federal and whether voluntary or involuntary; (ii) the rejection of disafformance of the Leases, as modified or amended from time to time, in any such proceeding; (iii) the cessation from any cause whatsoever of the liability of Tenant under the Leases, as modified or amended from time to time; (iv) any transfer of (by assignment or otherwise) ...
Corporate Guaranty. Corporate Guaranty is a legal document used by one entity to guaranty the obligations of another entity.
Corporate Guaranty. Developer shall provide to the Agency a form of Corporate Guaranty in accordance with section 26.4 of the DDA.
Corporate Guaranty. In the event that Borrower undertakes a merger, acquisition, purchase and sale, change of control, joint venture, or reorganization, any parent, subsidiary or successor company and any of its subsidiaries shall unconditionally guaranty Borrower’s payment and performance under this Note (as this Note may be amended from time to time) as primary obligor and not merely as a surety.
Corporate Guaranty. Simultaneously with this Amendment, the Borrower shall cause PEN Inc., a Delaware corporation, to execute and deliver a Corporate Guaranty to Lender constituting its unconditional, unlimited guaranty of the Obligations, in form and substance satisfactory to the Lender (the “Corporate Guaranty”). In connection therewith, the following amendments shall be made to the Loan Agreement:
(a) The definition of “Guarantor” in Section 1(o) of the Loan Agreement shall be amended and restated to read as follows:
Corporate Guaranty. In consideration of the award of an Information Services Franchise Agreement (“Agreement”) by and between the City of New York and [COMPANY] (“Franchisee”), dated [DATE], we, [GUARANTOR NAME], hereby unconditionally and irrevocably agree to provide all the financial resources necessary for the satisfactory performance of the obligations of the Franchisee under the Agreement and also to be legally liable for the performance of the obligations of the Franchisee in case of default or revocation of the Agreement, to the extent such obligations survive revocation. Corporate Seal
Corporate Guaranty. As a condition precedent to the effectiveness of this Agreement, Contractor’s parent company, Republic Services, Inc., shall duly authorize, execute and deliver to the Town the Corporate Guaranty attached hereto as Exhibit F.
Corporate Guaranty. Guarantor hereby unconditionally and irrevocably guarantees the performance of the obligations of Purchaser (including all payment obligations of Purchaser) under this Agreement. If Purchaser defaults on the payment when due of any amount payable to the Sellers under this Agreement, Guarantor shall, within 10 calendar days of written demand from the Sellers’ Agent, pay that amount to the Sellers’ Agent in the manner described in this Agreement as if it were Purchaser.
Corporate Guaranty. The Company and Corporate Guarantor acknowledge and agree that the Notes and all of the obligations of the Company arising under the Transaction Documents are included in the definitions of Notes and Obligations, respectively, as such terms are defined in the Corporate Guaranty and are also included in the definition of Guaranteed Obligations, thereunder. In connection therewith, the Collateral Agent will amend Schedule A to the Corporate Guaranty to include the Notes.