Demand Guarantee Sample Clauses

Demand Guarantee. 8.1 The CSIR shall, at its sole discretion, elect whether to call on the Supplier to provide to it the Demand Guarantee, within 10 (ten) Business Days of the Signature Date, or such other time as the CSIR may require, in an amount equal to 10% (ten percent) of the Contract Price. 8.2 If the CSIR requires the Supplier to obtain the Demand Guarantee for its proper performance in terms of this Agreement, the Supplier shall, at its cost, obtain and provide to the CSIR the requested guarantee, which shall be valid until such time as the Works have been completed, or this Agreement has been terminated (whichever event is earlier). The terms of the Demand Guarantee shall stipulate that the CSIR will be entitled to claim under the Demand Guarantee in respect of a breach of any of the Supplier’s obligations in terms of the Agreement. 8.3 In the event of the Demand Guarantee furnished in terms of the Agreement becoming unenforceable for any reason, including the insolvency of the third party issuing the Demand Guarantee, the Supplier will be obliged to procure the issue of a replacement guarantee, which will comply with the provisions of the Agreement. 8.4 The Supplier’s failure to furnish the Demand Guarantee requested by the CSIR, strictly in accordance with the provisions of this Agreement, shall constitute a material breach of this Agreement, entitling the CSIR to cancel this Agreement forthwith and without notice, whereupon the Supplier shall have no further claim of any nature whatsoever against the CSIR and the CSIR shall be entitled to claim all and any damages it may have suffered as a result of such breach.
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Demand Guarantee. 12.3.1 The Public Partner guarantees the allocation of funds for the Project Period in the amount that will allow the Private Partner to achieve the Break-Even Point in completion of Services and Operations at the end of each Operational Year (the “Demand Guarantee”). 12.3.2 The Break-Even Point shall be determined for each type of Identity Documents as 80% against the estimated volumes of the relevant Identity Documents set in Annex “Annex No. 3: Estimated services’ volumes“ of Technical Requirements (the “Target Volumes”) for the relevant Operational Year. 12.3.3 If the Private Partner does not achieve the Break-Even Point at the end of the Operational Year for all or some types of Identity Documents, the Public Partner shall make payments to the Private Partner to reach the Break-Even Point (the “Demand Guarantee Payments”), which shall be determined as follows: ∑DGPn = ((TVn x 0,8) - Vn) x PID, where DGPn – Demand Guarantee Payments for the relevant type of Identity Documents, TVn – the Target Volume of the relevant type of Identity Documents (as per Annex 3 of Technical Requirements) for the relevant Operational Year, Vn – the number of the relevant type of Identity Documents produced by the Private Partner in the Operational Year. PID – the price (in AMD) of the relevant type of Identity Documents (as per the Winner’s Bid and ANNEX 2 (Prices for Identity Documents) of the Agreement) produced by the Private Partner in a month of the Operational Year. 12.3.4 The total amount of the Demand Guarantee Payments for the Project Period shall be [the fixed amount to be added]. This total amount shall not be subject to any increase. 12.3.5 In each case the Demand Guarantee Payments are due, the Private Partner shall provide to the Public Partner 12.3.5.1 the written calculation of Demand Guarantee Payments for each type of Identity Documents and the full amount of all Demand Guarantee Payments in accordance with Clause 12.3.3; 12.3.5.2 the requested compensation for the relevant Operational Year. 12.3.6 The Public Partner shall ensure the transfer of the corresponding amount of the Demand Guarantee Payments in AMD to the bank account of the Private Partner by: 12.3.6.1 approving the allocation of the corresponding amount of the Demand Guarantee Payments from the Escrow Account within available amounts accumulated at the Escrow Account; and 12.3.6.2 allocating the outstanding debt under the Demand Guarantee Payments directly from the state budget if the amount ...
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Demand Guarantee. The debt of the Guarantor hereunder shall be paid on demand. That is to say, as long as the Creditor submits to the Guarantor a debt ▇▇▇▇▇▇▇ notice specifying the number of the Guarantee Contract and the amount of main debt, the Guarantor shall immediately fulfill settlement responsibility at the date of receiving the notice.
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Demand Guarantee. The Guarantor unconditionally and irrevocably undertakes immediately on the first written demand by the Agent from time to time to make payment in accordance with its obligations under Clause 2.1 without any right of recourse, objections or reference to any underlying rights and/or obligations of whatsoever nature, including but not limited to the Finance Documents where such demand is accompanied by a statement of the Agent that a payment has fallen due in respect of the Obligations, and that the Borrower has failed to make such payment when due (for whatsoever reason). Each of such payments so demanded shall be made by the Guarantor immediately to such account(s) as the Agent may from time to time notify in writing.
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Demand Guarantee. 2.1 At the request and expense of the EETS Provider, we, [Name, address and company registration no. of the bank] (the "Guarantor") hereby irrevocably and unconditionally guarantee for the ben- efit of the Beneficiary the on demand payment of any claim that the Beneficiary may have towards the EETS Provider under or in relation to the Agreement. 2.2 The Guarantor's aggregate liability under clause 2.1 is limited to an amount of DKK [amount]. 2.3 Any amount under the guarantee must be paid to the Beneficiary upon the first written demand from the Beneficiary in accordance with clause 2.5 without any examination or documentation of the legitimacy of the claim against the EETS Provider. The Beneficiary may exercise the guarantee one (1) or more times, provided that the Guarantor's aggregate liability shall not exceed the limi- tation set out in clause 2.2. 2.4 The Beneficiary reserves the right to grant the EETS Provider respite or relax the EETS Provider's obligations under Agreement without this guarantee being affected. 2.5 To exercise the on demand guarantee, the Beneficiary must notify the Guarantor in writing speci- fying (i) the amount of the claim; and (ii) the account to which payment shall be made. The written notice must be provided by way of e-mail to the following address: [Guarantor: Insert contact details] 2.6 Payment must be made within ten (10) Business Days of the Guarantor's receipt of written notice in accordance with clause 2.3. Interest shall accrue in accordance with the Danish Interest Act (in Danish: “Renteloven”) in the event of late payment. 2.7 This guarantee shall apply as of the signature date and shall be in effect until terminated in ac- cordance with this provision. The guarantee terminates, and the Guarantor shall be released from its obligations hereunder, upon (i) payment from the Guarantor of an amount (in the aggregate) equal to the limitation set out in clause 2.2; or (ii) written confirmation signed by an appropriately authorised representative of the Benefi- ciary confirming release of the Guarantor's obligations.
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Demand Guarantee. From : UGI Corporation To : The Lenders and the Facility Agent under the Facilities Agreement (the “Beneficiaries”), duly represented for the purposes hereof by the Facility Agent. The undersigned, UGI Corporation, a Pennsylvania corporation (the “Guarantor”) is duly represented for the purposes hereof by ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, duly authorized. Whereas, AGZ Holding, a French société anonyme with registered number is 413 765 108 RCS Nanterre, having its registered office at ▇, ▇▇▇▇▇ ▇▇ Saverne Immeuble Les ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, is controlled (indirectly) by the Guarantor within the meaning of article L. 233-3 of the French Code de Commerce and is a borrower under a facilities agreement dated 16 March 2011 executed between among others, (i) AGZ Holding as Borrower and Security Grantor (as such terms are defined therein), (ii) Antargaz (together with AGZ Holding, the “Borrowers”) as Borrower (as such term is defined therein), (iii) Natixis as Mandated Lead Arranger and Bookrunner, Facility Agent and Security Agent (as such terms are defined therein), (iv) BNP Paribas, Caisse Régionale de Crédit Agricole Mutuel de Paris et D’Ile De France and Crédit Lyonnais as Mandated Lead Arrangers and Bookrunners (as such terms are defined therein), (v) the Mandated Lead Arrangers (as such term is defined therein), (vi) the Arrangers (as such term is defined therein) and (vii) the Lenders (as such term is defined therein), pursuant to which the Lenders have agreed to make available certain credit facilities to the Borrowers in a total maximum principal amount of € 420,000,000 (the “Facilities Agreement”).
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Demand Guarantee. The Owner shall not be obliged to first demand upon the Charterer or levy upon it or its property, or to take any steps for exercising its rights against the Charterer or any other security. The Guarantor hereby waives all or any of the Guarantor’s rights as surety which may at any time be inconsistent with any of the provisions of this Guarantee.
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Related to Demand Guarantee

  • Parent Guarantee (a) Holdings hereby agrees to become a party to the Indenture as a Guarantor and in accordance with the amendments to the terms of the Indenture made in Section 2 of this Supplemental Indenture, to be substituted for STX as “Parent” under the Indenture, the Notes and the Parent Guarantee. Holdings shall have all of the rights and be subject to all of the obligations and agreements of Parent under the Indenture, the Notes and the Parent Guarantee. Holdings hereby unconditionally and irrevocably guarantees to each Holder and to the Trustee and its successors and assigns the Guaranteed Obligations in accordance with Article 10 of the Indenture. (b) Holdings further agrees that the Guaranteed Obligations may be extended or renewed, in whole or in part, without notice or further assent from Holdings and that Holdings will remain bound by Article 10 of the Indenture notwithstanding any extension or renewal of any Guaranteed Obligation. (c) Holdings waives presentation to, demand of, payment from and protest to Holdings of any of the Guaranteed Obligations and also waives notice of protest for nonpayment. Holdings waives notice of any default under the Notes or the Guaranteed Obligations. The obligations of Holdings under the Parent Guarantee shall not be affected by: i. the failure of any Holder or the Trustee to assert any claim or demand or to enforce any right or remedy against Holdings or any other Person under this Indenture, the Notes or any other agreement or otherwise; ii. any extension or renewal of any thereof; iii. any rescission, waiver, amendment or modification of any of the terms or provisions of this Indenture, the Notes or any other agreement; iv. the release of any security held by any Holder or the Trustee for the obligations of any of them; v. the failure of any Holder or the Trustee to exercise any right or remedy against any other guarantor of the Guaranteed Obligations; or vi. except as set forth in Section 10.05 of the Indenture, any change in the ownership of Holdings. (d) Holdings further agrees that the Parent Guarantee constitutes a guarantee of payment, performance and compliance when due (and not a guarantee of collection) and waives any right to require that any resort be had by any Holder or the Trustee to any security held for payment of the Guaranteed Obligations. (e) Except as expressly set forth in Sections 8.02 and 10.05 of the Indenture, the obligations of Holdings under the Parent Guarantee shall not be subject to any reduction, limitation, impairment or termination for any reason, including any claim of waiver, release, surrender, alteration or compromise, and shall not be subject to any defense of setoff, counterclaim, recoupment or termination whatsoever or by reason of the invalidity, illegality or unenforceability of the Guaranteed Obligations, this Indenture, the Notes or otherwise. Without limiting the generality of the foregoing, the obligations of Holdings under the Parent Guarantee shall not be discharged or impaired or otherwise affected by the failure of any Holder or the Trustee to assert any claim or demand or to enforce any remedy under this Indenture, the Notes or any other agreement, by any waiver or modification of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the obligations, or by any other act or thing or omission or delay to do any other act or thing which may or might in any manner or to any extent vary the risk of Holdings or would otherwise operate as a discharge of Holdings as a matter of law or equity. (f) Holdings further agrees that the Parent Guarantee shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or premium (if any) on or interest on any Guaranteed Obligation is rescinded or must otherwise be restored by any Holder or the Trustee upon the bankruptcy or reorganization of the Company or otherwise. (g) In furtherance of the foregoing and not in limitation of any other right which any Holder or the Trustee has at law or in equity against Holdings by virtue hereof, upon the failure of the Company to pay the principal of or premium (if any) on or interest on any Guaranteed Obligation when or to perform or comply with any other Guaranteed Obligation, Holdings hereby promises to and shall, upon receipt of written demand by the Trustee, forthwith pay, or cause to be paid, in cash, to the Holders or the Trustee an amount equal to the sum of (1) the unpaid amount of such Guaranteed Obligations, (2) accrued and unpaid interest on such Guaranteed Obligations (but only to the extent not prohibited by law) and (3) all other monetary Guaranteed Obligations of the Company to the Holders and the Trustee. (h) Holdings further agrees that, as between it, on the one hand, and the Holders and the Trustee, on the other hand, (x) the maturity of the Guaranteed Obligations Guaranteed hereby may be accelerated as provided in Article 6 of the Indenture for the purposes of the Parent Guarantee, notwithstanding any stay, injunction or other prohibition preventing such acceleration in respect of the Guaranteed Obligations guaranteed hereby, and (y) in the event of any declaration of acceleration of such Guaranteed Obligations as provided in Article 6 of the Indenture, such Guaranteed Obligations (whether or not due and payable) shall forthwith become due and payable by Holdings for the purposes of Section 10.01 of the Indenture. (i) Holdings also agrees to pay any and all costs and expenses (including reasonable attorneys’ fees and expenses) incurred by the Trustee or any Holder in enforcing any rights under Section 10.01 of the Indenture.

  • The Guarantee Each Guarantor hereby jointly and severally with the other Guarantors guarantees, as a primary obligor and not merely as a surety to each Secured Party and their respective permitted successors and assigns, the prompt payment in full when due (whether at stated maturity, by required prepayment, declaration, demand, by acceleration or otherwise) of the principal of and interest (including any interest, fees, costs or charges that would accrue but for the provisions of (i) the Title 11 of the United States Code after any bankruptcy or insolvency petition under Title 11 of the United States Code and (ii) any other Debtor Relief Laws) on the Loans made by the Lenders to, and the Notes held by each Lender of, the Borrower, and all other Secured Obligations from time to time owing to the Secured Parties by any Loan Party or any Subsidiary under any Loan Document or any Secured Hedge Agreement or any Treasury Services Agreement, in each case strictly in accordance with the terms thereof (such obligations, including any future increases in the amount thereof, being herein collectively called the “Guaranteed Obligations”); provided, however, that Guaranteed Obligations shall exclude all Excluded Swap Obligations. The Guarantors hereby jointly and severally agree that if the Borrower or other Guarantor(s) shall fail to pay in full when due (whether at stated maturity, by acceleration or otherwise) any of the Guaranteed Obligations, the Guarantors will promptly pay the same in cash, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, by acceleration or otherwise) in accordance with the terms of such extension or renewal.

  • Agreement to Guarantee The Guaranteeing Subsidiary hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Note Guarantee and in the Indenture including but not limited to Article 10 thereof.

  • Guarantee The Guarantor irrevocably and unconditionally agrees to pay in full to the Holders the Guarantee Payments (without duplication of amounts theretofore paid by the Issuer), as and when due, regardless of any defense, right of set-off or counterclaim that the Issuer may have or assert. The Guarantor's obligation to make a Guarantee Payment may be satisfied by direct payment of the required amounts by the Guarantor to the Holders or by causing the Issuer to pay such amounts to the Holders.

  • Payment Guarantee 53.1. On Contracts where one hundred (100%) percent performance bonds and payment bonds are executed, this Article does not apply. 53.2. In the event the terms of this Contract do not require the Contractor to provide a payment bond or where the Contract does not require a payment bond for one hundred (100%) percent of the Contract price, the City shall, in accordance with the terms of this Article, guarantee payment of all lawful claims for: 53.2.1. Wages and compensation for labor performed and/or services rendered; and 53.2.2. Materials, equipment, and supplies provided, whether incorporated into the Work or not, when demands have been filed with the City as provided hereinafter by any person, firm, or corporation which furnished labor, material, equipment, supplies, or any combination thereof, in connection with the Work performed hereunder (hereinafter referred to as the “beneficiary”) at the direction of the City or the Contractor. 53.3. The provisions of Article 53.2 are subject to the following limitations and conditions: 53.3.1. If the Contractor provides a payment bond for a value that is less than one hundred (100%) percent of the value of the Contract Work, the payment bond provided by the Contractor shall be primary (and non-contributing) to the payment guarantee provided under this Article. 53.3.2. The guarantee is made for the benefit of all beneficiaries as defined in Article 53.2 provided that those beneficiaries strictly adhere to the terms and conditions of Articles 53.3.4 and 53.3.5. 53.3.3. Nothing in this Article shall prevent a beneficiary providing labor, services or material for the Work from suing the Contractor for any amounts due and owing the beneficiary by the Contractor. 53.3.4. Every person who has furnished labor or material, to the Contractor or to a Subcontractor of the Contractor, in the prosecution of the Work and who has not been paid in full therefor before the expiration of a period of ninety (90) Days after the date on which the last of the labor was performed or material was furnished by him/her for which the claim is made, shall have the right to sue on this payment guarantee in his/her own name for the amount, or the balance thereof, unpaid at the time of commencement of the action; provided, however, that a person having a direct contractual relationship with a Subcontractor of the Contractor but no contractual relationship express or implied with the Contractor shall not have a right of action upon the guarantee unless he/she shall have given written notice to the Contractor within one hundred twenty (120) Days from the date on which the last of the labor was performed or the last of the material was furnished, for which his/her claim is made, stating with substantial accuracy the amount claimed and the name of the party to whom the material was furnished or for whom the labor was performed. The notice shall be served by delivering the same personally to the Contractor or by mailing the same by registered mail, postage prepaid, in an envelope addressed to the Contractor at any place where it maintains an office or conducts its business; provided, however, that where such notice is actually received by the Contractor by other means, such notice shall be deemed sufficient. 53.3.5. Except as provided in Labor Law Section 220-g, no action on this payment guarantee shall be commenced after the expiration of the one-year limitations period set forth in Section 137(4)(b) of the State Finance Law. 53.3.6. The Contractor shall promptly forward to the City any notice or demand received pursuant to Article 53. 3.4. The Contractor shall inform the City of any defenses to the notice or demand and shall forward to the City any documents the City requests concerning the notice or demand.