Common use of Execution and Delivery of Note Guarantee Clause in Contracts

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.1, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B hereto, shall be endorsed on each Existing Security authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 9 contracts

Samples: Supplemental Indenture (Mosaic Co), Supplemental Indenture (Mosaic Co), Supplemental Indenture

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Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoI, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual manual, facsimile, .pdf attachment or facsimile other electronically transmitted signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 7 contracts

Samples: Indenture (Crown Holdings, Inc.), Indenture (Crown Holdings Inc), Indenture (Crown Holdings Inc)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoI, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 5 contracts

Samples: Indenture (LKQ Corp), Indenture (Crown Holdings Inc), Indenture (Crown Holdings Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.113.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in of Exhibit B hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 13.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 5 contracts

Samples: Indenture (Us Concrete Inc), Indenture (Bode Concrete LLC), Indenture (Bode Concrete LLC)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in of Exhibit B F hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 5 contracts

Samples: Indenture (Ply Gem Holdings Inc), Indenture (Ply Gem Holdings Inc), Indenture (Ply Gem Holdings Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in of Exhibit B E hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 4 contracts

Samples: Indenture (Seitel Inc), Indenture (Matrix Geophysical, Inc.), Indenture (Curative Health Services Inc)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.19.09, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoG, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 9.09 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 4 contracts

Samples: Indenture (Brinks Co), Indenture (Ingevity Corp), Indenture (Brinks Co)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.113.1, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B hereto, shall be endorsed on each Existing Security authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 13.1 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 4 contracts

Samples: Supplemental Indenture (Cargill Fertilizer, LLC), Supplemental Indenture (Mosaic Crop Nutrition, LLC), Supplemental Indenture

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.113.1, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B hereto, shall be endorsed on each Existing Security Senior Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecuritySenior Note. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 13.1 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Senior Note a notation of such Note Guarantee. If an officer of a Guarantor or a general partner thereof whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Senior Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Senior Note shall be valid nevertheless. The delivery of any Existing Security Senior Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 4 contracts

Samples: Supplemental Indenture (Mosaic Crop Nutrition, LLC), Supplemental Indenture (Cargill Fertilizer, LLC), Supplemental Indenture (Mosaic Co)

Execution and Delivery of Note Guarantee. (a) To further evidence the its Note Guarantee set forth in Section 14.11201, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in Exhibit B hereto, C shall be endorsed by an officer or member of such Guarantor by manual or facsimile signature on each Existing Security authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Trustee. (b) Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 1201 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security a notation of such Note Guarantee. . (c) If an officer or member of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which a Note Guarantee is endorsed, such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. . (d) The delivery of any Existing Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors. (e) If required by Section 1013, the Company shall cause such Subsidiaries to execute supplemental indentures to this Indenture and notations of Note Guarantee in accordance with Section 1013 and this Article Twelve, to the extent applicable.

Appears in 3 contracts

Samples: Indenture (AMC Networks Inc.), Indenture (WE TV Studios LLC), Indenture (Voom HD Holdings LLC)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B G hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s 's Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 3 contracts

Samples: Indenture (Imc Global Inc), Indenture (Imc Global Inc), Indenture (Imc Global Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01 hereof, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in attached as Exhibit B hereto, shall D hereto will be endorsed by an Officer of such Guarantor on each Existing Security Note authenticated and delivered by the Trustee and that this Indenture will be executed on behalf of such Guarantor by one of its Officers. The failure to execute such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as not affect the case may be, of each Guarantor. The validity and enforceability obligations of any Guarantor under such Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Securityor hereunder. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 shall 11.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor Officer whose signature is on a this Indenture or on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s the Note Guarantee of such Existing Security shall will be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Appears in 3 contracts

Samples: Indenture (CVR Energy Inc), Indenture (CVR Partners, Lp), Indenture (Rentech Nitrogen Partners, L.P.)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.15.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer Officer or an officer Officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 5.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 3 contracts

Samples: Fifth Supplemental Indenture (TRI Pointe Group, Inc.), Second Supplemental Indenture (TRI Pointe Group, Inc.), First Supplemental Indenture (TRI Pointe Group, Inc.)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in of Exhibit B C hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 3 contracts

Samples: Indenture (Westmoreland Energy LLC), Indenture (WESTMORELAND COAL Co), Indenture (Norcraft Holdings, L.P.)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoG, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 3 contracts

Samples: Indenture (Crown Holdings Inc), Indenture (Crown Holdings Inc), Indenture (Crown Holdings Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in of Exhibit B E hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 2 contracts

Samples: Indenture (Davita Inc), Indenture (Davita Inc)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B G hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer Officer or an officer Officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 2 contracts

Samples: Indenture (TRI Pointe Homes, Inc.), Indenture (TRI Pointe Homes, Inc.)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B F hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee after this Article Ten with respect to such Guarantor becomes effective in accordance with Section 10.04 and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates authenticate the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s 's Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 2 contracts

Samples: Indenture (Ipsco Inc), Indenture (Massey Energy Co)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.123.1, each Guarantor hereby agrees agrees, on the date such Guarantor becomes a party hereto, that a notation of such Note Guarantee, substantially reasonably satisfactory in form and substance to the form included in Exhibit B hereto, Purchasers shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee Company on the Closing Date and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 23.1 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Agreement or a Note Guarantee no longer holds that office at the time the Trustee Company authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s 's Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the TrusteeCompany, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture Agreement on behalf of the Guarantor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Prospect Global Resources Inc.), Securities Purchase Agreement (Prospect Global Resources Inc.)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in of Exhibit B F hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s 's Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 2 contracts

Samples: Indenture (Norcraft Companies Lp), Indenture (MAAX Holding Co.)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B F hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee after this Article Ten with respect to such Guarantor becomes effective in accordance with Section 10.04 and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates authenticate the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 2 contracts

Samples: Indenture (Ipsco Inc), Indenture (Massey Energy Co)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.19.01 hereof, each initial Guarantor hereby agrees that a notation this Indenture has been executed on behalf of such Note Guarantee, substantially in the form included in Exhibit B hereto, shall be endorsed on each Existing Security authenticated and delivered Guarantor by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature one of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Securityits Officers. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 shall 9.01 hereof will remain in full force and effect notwithstanding the absence of the endorsement of any failure to endorse on each Existing Security a notation of such Note Guarantee. If an officer of a Guarantor Officer whose signature is on a Note Guarantee this Indenture no longer holds that office at the time the Trustee authenticates the Existing Security on which such Notes, the Note Guarantee is endorsed or at any time thereafterwill be valid nevertheless. Upon execution of a supplemental indenture to this Indenture by a new Guarantor substantially in the form reasonably satisfactory to the Trustee, such Guarantor’s the Note Guarantee of such Existing Security Guarantor set forth in this Indenture shall be valid neverthelessdeemed duly delivered, without any further action by any Person, on behalf of such Guarantor. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any the Note Guarantee set forth in this Indenture or any supplemental indenture on behalf of the GuarantorGuarantors who are signatories thereto.

Appears in 2 contracts

Samples: Indenture (Kansas City Southern), Indenture (Kansas City Southern)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in attached as Exhibit B hereto, D hereto shall be endorsed by an Officer of such Guarantor on each Existing Security Note authenticated and delivered by the Trustee and at the time such Guarantor provides its Note Guarantee and that this Indenture (or a supplemental indenture hereto as provided in Section 4.10) shall be executed on behalf of such Guarantor by either manual or facsimile signature one of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Securityits Officers. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor Officer whose signature is on a this Indenture or on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s the Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Appears in 2 contracts

Samples: Indenture (Pitney Bowes Inc /De/), Indenture (Pitney Bowes Inc /De/)

Execution and Delivery of Note Guarantee. (a) To further evidence the its Note Guarantee set forth in Section 14.110.1, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in attached hereto as Exhibit B hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such notation of Note Guarantee shall be executed signed on behalf of such Guarantor by either an officer of such Guarantor (or, if an officer is not available, by a board member or director or other authorized person) on behalf of such Guarantor by manual or facsimile signature signature. In case the officer, board member or director or other authorized person of an officer or an officer such Guarantor who shall have signed such notation of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not cease to be affected such officer, board member or director or other authorized person before the Note on which such Note Guarantee is endorsed shall have been authenticated and delivered by the fact that it is Trustee, such Note nevertheless may be authenticated and delivered as though the Person who signed such notation of Note Guarantee had not affixed ceased to any particular Existing Security. be such officer, board member or director or other authorized person. (b) Each of the Guarantors hereby Guarantor agrees that its Note Guarantee set forth in Section 14.1 10.1 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors. (c) The failure to endorse a Note Guarantee shall not affect or impair the validity thereof.

Appears in 1 contract

Samples: Indenture (Bumble Bee Capital Corp.)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in Exhibit B hereto, E shall be endorsed by an Officer of such Guarantor on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee that this Indenture shall be executed on behalf of such Guarantor by either manual its President, Executive or facsimile signature Senior Vice President, Treasurer or one of an officer or an officer its Vice Presidents. Further, Issuer shall cause all future Guarantors to execute a Supplemental Indenture substantially in the form of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. EXHIBIT F. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor Officer whose signature is on a this Indenture or on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s the Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Appears in 1 contract

Samples: Indenture (Petco Animal Supplies Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in of Exhibit B E hereto, shall be endorsed on each Existing Security authenticated and Note delivered by to the Trustee and such authenticated. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security by Note to the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 1 contract

Samples: Indenture (Seitel Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.110.01 hereof, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in attached as Exhibit B hereto, shall E hereto will be endorsed by an Officer of such Guarantor on each Existing Security Note authenticated and delivered by the Trustee and that this Indenture will be executed on behalf of such Guarantor by one of its Officers. The failure to execute such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as not affect the case may be, of each Guarantor. The validity and enforceability obligations of any Guarantor under such Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Securityor hereunder. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 shall 10.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. 84 If an officer of a Guarantor Officer whose signature is on a this Indenture or on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s the Note Guarantee of such Existing Security shall will be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Appears in 1 contract

Samples: Indenture (CVR Energy Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B of EXHIBIT F hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s 's Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 1 contract

Samples: Indenture (Ply Gem Industries Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01 hereof, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in attached as Exhibit B hereto, shall E hereto will be endorsed by an Officer of such Guarantor on each Existing Security Note authenticated and delivered by the Trustee and that this Indenture will be executed on behalf of such Guarantor by one of its Officers. The failure to execute such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as not affect the case may be, of each Guarantor. The validity and enforceability obligations of any Guarantor under such Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Securityor hereunder. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 shall 11.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor Officer whose signature is on a this Indenture or on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s the Note Guarantee of such Existing Security shall will be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Appears in 1 contract

Samples: Indenture (CVR Energy Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B of EXHIBIT E hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s 's Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 1 contract

Samples: Indenture (Inverness Medical Innovations Inc)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee Guarantees set forth in Section 14.111.1 hereof, each Guarantor hereby agrees that a notation of such the Note Guarantee, Guarantees substantially in the form included in Exhibit B hereto, C shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee that this Indenture shall be executed by either manual or facsimile signature on behalf of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected Guarantor by the fact that it is not affixed Chairman of the Board, any Vice Chairman, the President or one of the Vice Presidents of the Guarantor, under a facsimile of its seal reproduced on this Indenture and attested to any particular Existing Securityby an Officer other than the Officer executing this Indenture. Each of the Guarantors hereby Guarantor agrees that its the Note Guarantee Guarantees set forth in Section 14.1 this Article 11 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Existing Security Note a notation of such the Note GuaranteeGuarantees. If an officer of a Guarantor Officer whose facsimile signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such the Note Guarantee is endorsed or at any time thereafterGuarantees are endorsed, such Guarantor’s the Note Guarantee of such Existing Security Guarantees shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any the Note Guarantee Guarantees set forth in this Indenture Indenture, on behalf of the GuarantorGuarantors.

Appears in 1 contract

Samples: Indenture (Coast Resorts Inc)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.123.1, each Guarantor hereby agrees agrees, on the date such Guarantor becomes a party hereto, that a notation of such Note Guarantee, substantially reasonably satisfactory in form and substance to the form included in Exhibit B hereto, Purchasers shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee Company on the Closing Date and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 23.1 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Agreement or a Note Guarantee no longer holds that office at the time the Trustee Company authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the TrusteeCompany, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture Agreement on behalf of the Guarantor.

Appears in 1 contract

Samples: Securities Purchase Agreement (Prospect Global Resources Inc.)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Subsidiary Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B heretoof EXHIBIT E, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Subsidiary Guarantor by either manual or facsimile signature of an officer or an officer two Officers of a general partnerthe Subsidiary Guarantor, as the case may be, each of each Guarantorwhom shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Subsidiary Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Subsidiary Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Subsidiary Guarantor’s 's Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Subsidiary Guarantor.

Appears in 1 contract

Samples: Indenture (Power Ten)

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Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee Guarantees set forth in Section 14.112.1, each Subsidiary Guarantor hereby agrees that a notation of such its Note Guarantee, substantially in the form included in of Exhibit B E hereto, shall be endorsed on each Existing Security authenticated and delivered by the Trustee and such Trustee. The Note Guarantee of any Subsidiary Guarantor shall be executed on behalf of such Subsidiary Guarantor by either manual or facsimile signature of an officer or an officer two Officers of a general partnersuch Subsidiary Guarantor, as the case may beeach of whom, of in each Guarantorcase, shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Each of the Subsidiary Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 12.1 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security a notation of such Note Guarantee. If an officer Officer of a Subsidiary Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which such Note Guarantee is endorsed or at any time thereafter, such Subsidiary Guarantor’s 's Note Guarantee of such Existing Security shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Subsidiary Guarantor.

Appears in 1 contract

Samples: Indenture (Verasun Energy Corp)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoI, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer Officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 1 contract

Samples: Indenture (Wesco International Inc)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee Guarantees set forth in Section 14.112.1, each Subsidiary Guarantor hereby agrees that a notation of such its Note Guarantee, substantially in the form included in of Exhibit B E hereto, shall be endorsed on each Existing Security authenticated and delivered by the Trustee and such Trustee. The Note Guarantee of any Subsidiary Guarantor shall be executed on behalf of such Subsidiary Guarantor by either manual or facsimile signature of an officer two Officers of such Subsidiary Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate or an officer of a general partner, as the case may be, of each Guarantorlimited liability company action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Each of the Subsidiary Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 12.1 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security a notation of such Note Guarantee. If an officer Officer of a Subsidiary Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which such Note Guarantee is endorsed or at any time thereafter, such Subsidiary Guarantor’s Note Guarantee of such Existing Security shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Subsidiary Guarantor.

Appears in 1 contract

Samples: Indenture (Verasun Energy Corp)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.112.1, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in Exhibit B hereto, attached hereto as U shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such notation of Note Guarantee shall be executed signed on behalf of such Guarantor by either manual or facsimile signature of an officer or an officer of such Guarantor (or, if an officer is not available, by a general partnerboard member, director or member, as applicable) on behalf of such Guarantor by manual, facsimile or other electronic signature. In case the case may beOfficer, board member or director or member of each Guarantor. The validity and enforceability such Guarantor who shall have signed such notation of any Note Guarantee shall not cease to be affected such Officer, board member, director or member before the Note on which such Note Guarantee is endorsed shall have been authenticated and delivered by the fact that it is Trustee, such Note nevertheless may be authenticated and delivered as though the Person who signed such notation of Note Guarantee had not affixed ceased to any particular Existing Securitybe such officer, board member, director or member. Each of the Guarantors hereby Guarantor agrees that its Note Guarantee set forth in Section 14.1 12.1 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors. The failure to endorse a Note Guarantee shall not affect or impair the validity thereof.

Appears in 1 contract

Samples: Indenture (Salem Media Group, Inc. /De/)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoG, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note 's Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 1 contract

Samples: Indenture (Crown Holdings Inc)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoG, shall be endorsed on each Existing Security Note ---------- authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note 's Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 1 contract

Samples: Indenture (Crown Holdings Inc)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees agrees, on the Issue Date, that a notation of such Note Guarantee, substantially in the form included in Exhibit B G hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee on the Issue Date and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 1 contract

Samples: Indenture (1295728 Alberta ULC)

Execution and Delivery of Note Guarantee. (a) To further evidence the its Note Guarantee set forth in Section 14.11201, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in Exhibit B hereto, shall be endorsed by an Officer or member of such Guarantor by manual or facsimile signature on each Existing Security authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Trustee. (b) Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 1201 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security a notation of such Note Guarantee. . (c) If an officer Officer or member of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which a Note Guarantee is endorsed, such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. . (d) The delivery of any Existing Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors. (e) If required by Section 1013, the Company shall cause such Subsidiaries to execute supplemental indentures to this Indenture and notations of Note Guarantee in accordance with Section 1013 and this Article Twelve, to the extent applicable.

Appears in 1 contract

Samples: Indenture (Cablevision Systems Corp /Ny)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.19.09, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoG, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual manual, electronic or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 9.09 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 1 contract

Samples: Indenture (Brinks Co)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in Exhibit B F hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer Officer or an officer Officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 1 contract

Samples: Indenture (R H Donnelley Corp)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.110.01 hereof, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in attached as Exhibit B hereto, shall E hereto will be endorsed by an Officer of such Guarantor on each Existing Security Note authenticated and delivered by the Trustee and that this Indenture will be executed on behalf of such Guarantor by one of its Officers. The failure to execute such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as not affect the case may be, of each Guarantor. The validity and enforceability obligations of any Guarantor under such Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Securityor hereunder. Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 shall 10.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor Officer whose signature is on a this Indenture or on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s the Note Guarantee of such Existing Security shall will be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Appears in 1 contract

Samples: Indenture (CVR Energy Inc)

Execution and Delivery of Note Guarantee. To further evidence the Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoI, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual manual, facsimile, ..pdf attachment or facsimile other electronically transmitted signature of an officer or an officer of a general partner, as the case may be, Officer of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Guarantor.

Appears in 1 contract

Samples: Indenture (Crown Holdings, Inc.)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.110.01 hereof, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in attached as Exhibit B hereto, shall D hereto will be endorsed by an Officer of such Guarantor (or a duly authorized attorney appointed by such Guarantor for such purpose) on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall that this Indenture will be executed on behalf of such Guarantor by either manual one of its Officers (or facsimile signature of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected duly authorized attorney appointed by the fact that it is not affixed to any particular Existing Securitysuch Guarantor for such purpose). Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 shall 10.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor Officer whose signature is on a this Indenture or on the Note Guarantee no longer holds that office at the time the Trustee or the Authentication Agent authenticates the Existing Security Note on which such a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s the Note Guarantee of such Existing Security shall will be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Appears in 1 contract

Samples: Indenture (Elster Group SE)

Execution and Delivery of Note Guarantee. (a) To further evidence the Note Guarantee set forth in Section 14.111.1, each Note Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in attached hereto as Exhibit B heretoG, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, Officer of each Note Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Note. (b) Each of the Note Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 11.1 shall remain be in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. . (c) If an officer Officer of a Note Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Note Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. . (d) The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the Note Guarantor.

Appears in 1 contract

Samples: Indenture (Constar International Inc)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.110.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in of Exhibit B F hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer other person duly authorized by all necessary corporate action of a general partner, as the case may be, of each Guarantorsuch Guarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing SecurityNote. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 1 contract

Samples: Indenture (Horizon Lines, Inc.)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.1, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in attached hereto as Exhibit B hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such notation of Note Guarantee shall be executed signed on behalf of such Guarantor by either an officer of such Guarantor (or, if an officer is not available, by a board member or director) on behalf of such Guarantor by manual or facsimile signature signature. In case the officer, board member or director of an officer or an officer such Guarantor who shall have signed such notation of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not cease to be affected such officer, board member or director before the Note on which such Note Guarantee is endorsed shall have been authenticated and delivered by the fact that it is Trustee, such Note nevertheless may be authenticated and delivered as though the Person who signed such notation of Note Guarantee had not affixed ceased to any particular Existing Securitybe such officer, board member or director. Each of the Guarantors hereby Guarantor agrees that its Note Guarantee set forth in Section 14.1 11.1 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Appears in 1 contract

Samples: Indenture (American Pacific Corp)

Execution and Delivery of Note Guarantee. (a) To further evidence the its Note Guarantee set forth in Section 14.11201, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in Exhibit B hereto, shall be endorsed by an Officer or member of such Guarantor by manual or facsimile signature on each Existing Security authenticated and delivered by the Trustee and such Note Guarantee shall be executed by either manual or facsimile signature of an officer or an officer of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Trustee. (b) Each of the Guarantors Guarantor hereby agrees that its Note Guarantee set forth in Section 14.1 1201 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security a notation of such Note Guarantee. . (c) If an officer Officer or member of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which a Note Guarantee is endorsed, such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. . (d) The delivery of any Existing Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors. (e) If required by Section 1013, the Company shall cause such Subsidiaries to execute supplemental indentures to this Indenture and notations of Note Guarantee in accordance with Section 1013 and this Article Twelve, to the extent applicable. This Indenture may be signed in any number of counterparts with the same effect as if the signatures to each counterpart were upon a single instrument, and all such counterparts together shall be deemed an original of this Indenture.

Appears in 1 contract

Samples: Indenture (AMC Networks Inc.)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.1, each Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in attached hereto as Exhibit B hereto, A-1 shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such notation of Note Guarantee shall be executed signed on behalf of such Guarantor by either an officer of such Guarantor (or, if an officer is not available, by a board member or director) on behalf of such Guarantor by manual or facsimile signature signature. In case the officer, board member or director of an officer or an officer such Guarantor who shall have signed such notation of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not cease to be affected such officer, board member or director before the Note on which such Note Guarantee is endorsed shall have been authenticated and delivered by the fact that it is Trustee, such Note nevertheless may be authenticated and delivered as though the Person who signed such notation of Note Guarantee had not affixed ceased to any particular Existing Securitybe such officer, board member or director. Each of the Guarantors hereby Guarantor agrees that its Note Guarantee set forth in Section 14.1 11.1 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Appears in 1 contract

Samples: Indenture (Actuant Corp)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.1(1), each the Guarantor hereby agrees that a notation of such Note Guarantee, Guarantee substantially in the form included in Exhibit B hereto, attached hereto as Annex I shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and after the effectiveness of such Note Guarantee. Such notation of Note Guarantee shall be executed signed on behalf of such Guarantor by either an officer of such Guarantor (or, if an officer is not available, by a board member or director or another authorized person) on behalf of such Guarantor by manual or facsimile signature signature. In case the officer, board member or director of an officer or an officer such Guarantor who shall have signed such notation of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not cease to be affected such officer, board member or director before the Note on which such Note Guarantee is endorsed shall have been authenticated and delivered by the fact that it is Trustee, such Note nevertheless may be authenticated and delivered as though the Person who signed such notation of Note Guarantee had not affixed ceased to any particular Existing Securitybe such officer, board member or director. Each of the Guarantors hereby The Guarantor agrees that its Note Guarantee set forth in Section 14.1 1 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor whose signature is on a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s Note Guarantee of such Existing Security shall be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture hereunder on behalf of the Guarantor.. The failure to endorse a Note Guarantee shall not affect or impair the validity thereof. Table of Contents

Appears in 1 contract

Samples: Supplemental Indenture (Olin Corp)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.110.01 hereof, each Guarantor (if any) hereby agrees that a notation of such Note Guarantee, supplemental indenture substantially in the form included in attached as Exhibit B hereto, shall be endorsed on each Existing Security authenticated and delivered by the Trustee and such Note Guarantee shall E hereto will be executed on behalf of such Guarantor by either manual or facsimile signature one of an officer or an officer its Officers. Each Guarantor made party to this Indenture by execution of a general partner, as the case may be, of each Guarantor. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Each of the Guarantors supplemental indenture (if any) hereby agrees that its Note Guarantee set forth in Section 14.1 shall 10.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer of a Guarantor Officer whose signature is on a this Indenture or on the Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such a Note Guarantee is endorsed or at any time thereafterendorsed, such Guarantor’s the Note Guarantee of such Existing Security shall will be valid nevertheless. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of any the Note Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors (if any). Neither the Company nor any Guarantor shall be required to make a notation on the Notes to reflect a Note Guarantee or any release, termination or discharge thereof.

Appears in 1 contract

Samples: Indenture (Iridium Communications Inc.)

Execution and Delivery of Note Guarantee. To further evidence the its Note Guarantee set forth in Section 14.111.01, each Guarantor hereby agrees that a notation of such Note Guarantee, substantially in the form included in of Exhibit B E hereto, shall be endorsed on each Existing Security Note authenticated and delivered by the Trustee and such Trustee. Such Note Guarantee shall be executed on behalf of each Guarantor by either manual or facsimile signature of an officer one Officer or an officer of a general partner, as the case may be, other person duly authorized by all necessary corporate action of each GuarantorGuarantor who shall have been duly authorized to so execute by all requisite corporate action. The validity and enforceability of any Note Guarantee shall not be affected by the fact that it is not affixed to any particular Existing Security. Note or that such Guarantor has not executed a notation of such Note Guarantee substantially in the form of Exhibit E. Each of the Guarantors hereby agrees that its Note Guarantee set forth in Section 14.1 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Existing Security Note a notation of such Note Guarantee. If an officer Officer of a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Existing Security Note on which such Note Guarantee is endorsed or at any time thereafter, such Guarantor’s 's Note Guarantee of such Existing Security Note shall nevertheless be valid neverthelessvalid. The delivery of any Existing Security Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of any Note Guarantee set forth in this Indenture on behalf of the each Guarantor.

Appears in 1 contract

Samples: Indenture (Stanley-Martin Communities, LLC)

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