GLOBAL PARENT GUARANTY. (a) Global Parent unconditionally guarantees to the Sprint Indemnitees the full and timely payment and performance and observance of all of the terms, provisions, covenants and obligations of Lessee under this Agreement (the "LESSEE OBLIGATIONS"). Global Parent agrees that if Lessee defaults at any time during the Term of this Agreement in the performance of any of the Lessee Obligations, Global Parent shall faithfully perform and fulfill all Lessee Obligations that involve payment of a fixed sum and shall pay to the applicable beneficiary all attorneys' fees, court costs, and other expenses, costs and disbursements incurred by the applicable beneficiary on account of any default by Lessee and on account of the enforcement of this guaranty. Notwithstanding anything to the contrary contained herein (but subject to the provisions of Section 41(d)), the maximum aggregate amount payable hereunder by Global Parent shall be Sixty One Million Eight Hundred Fifty Eight Thousand Seventy Three Dollars ($61,858,073) (the "GLOBAL PARENT MAXIMUM OBLIGATION") and following aggregate payment by Global Parent to the Sprint Indemnitees of such amount, Global Parent shall have no further obligations hereunder. (b) The foregoing guaranty obligation of Global Parent shall be enforceable by any Sprint Indemnitee in an action against Global Parent without the necessity of any suit, action, or proceedings by the applicable beneficiary of any kind or nature whatsoever against Lessee, without the necessity of any notice to Global Parent of Lessee's default or breach under this Agreement, and without the necessity of any other notice or demand to Global Parent to which Global Parent might otherwise be entitled, all of which notices Global Parent hereby expressly waives. Global Parent hereby agrees that the validity of this guaranty and the obligations of Global Parent hereunder shall not be terminated, affected, diminished, or impaired by reason of the assertion or the failure to assert by any Sprint Indemnitee against Lessee any of the rights or remedies reserved to such Sprint Indemnitee pursuant to the provisions of this Agreement or any other remedy or right which such Sprint Indemnitee may have at law or in equity or otherwise. (c) Global Parent covenants and agrees that this guaranty is an absolute, unconditional, irrevocable and continuing guaranty. The liability of Global Parent hereunder shall not be affected, modified, or diminished by reason of any assignment, renewal, modification or extension of this Agreement or any modification or waiver of or change in any of the covenants and terms of this Agreement by agreement of a Sprint Indemnitee and Lessee, or by any unilateral action of either a Sprint Indemnitee or Lessee, or by an extension of time that may be granted by a Sprint Indemnitee to Lessee or any indulgence of any kind granted to Lessee, or any dealings or transactions occurring between a Sprint Indemnitee and Lessee, including, without limitation, any adjustment, compromise, settlement, accord and satisfaction, or release, or any bankruptcy, insolvency, reorganization, arrangements, assignment for the benefit of creditors, receivership, or trusteeship affecting Lessee. Global Parent does hereby expressly waive any suretyship defense it may have by virtue of any statute, Law, or ordinance of any state or other Governmental Authority. (d) All of the Sprint Indemnitees' rights and remedies under this guaranty are intended to be distinct, separate and cumulative and no such right and remedy herein is intended to be the exclusion of or a waiver of any other. Global Parent hereby waives presentment demand for performance, notice of nonperformance, protest notice of protest, notice of dishonor, and notice of acceptance. Global Parent further waives any right to require that an action be brought against Global or any other Person or to require that resort be had by a beneficiary to any security held by such beneficiary.
Appears in 1 contract
GLOBAL PARENT GUARANTY. (a) Global Parent unconditionally guarantees to the Sprint Indemnitees the full and timely payment and performance and observance of all of the terms, provisions, covenants and obligations of Lessee under this Agreement (the "LESSEE OBLIGATIONS"). Global Parent agrees that if Lessee defaults at any time during the Term of this Agreement in the performance of any of the Lessee Obligations, Global Parent shall faithfully perform and fulfill all Lessee Obligations that involve payment of a fixed sum and shall pay to the applicable beneficiary all attorneys' fees, court costs, and other expenses, costs and disbursements incurred by the applicable beneficiary on account of any default by Lessee and on account of the enforcement of this guaranty. Notwithstanding anything to the contrary contained herein (but subject to the provisions of Section 41(d)), the maximum aggregate amount payable hereunder by Global Parent shall be Sixty One Four Million Eight Seven Hundred Fifty Eight Forty Five Thousand Seventy Three Four Hundred Two Dollars ($61,858,0734,745,402) (the "GLOBAL PARENT MAXIMUM OBLIGATION") and following aggregate payment by Global Parent to the Sprint Indemnitees of such amount, Global Parent shall have no further obligations hereunder.
(b) The foregoing guaranty obligation of Global Parent shall be enforceable by any Sprint Indemnitee in an action against Global Parent without the necessity of any suit, action, or proceedings by the applicable beneficiary of any kind or nature whatsoever against Lessee, without the necessity of any notice to Global Parent of Lessee's default or breach under this Agreement, and without the necessity of any other notice or demand to Global Parent to which Global Parent might otherwise be entitled, all of which notices Global Parent hereby expressly waives. Global Parent hereby agrees that the validity of this guaranty and the obligations of Global Parent hereunder shall not be terminated, affected, diminished, or impaired by reason of the assertion or the failure to assert by any Sprint Indemnitee against Lessee any of the rights or remedies reserved to such Sprint Indemnitee pursuant to the provisions of this Agreement or any other remedy or right which such Sprint Indemnitee may have at law or in equity or otherwise.
(c) Global Parent covenants and agrees that this guaranty is an absolute, unconditional, irrevocable and continuing guaranty. The liability of Global Parent hereunder shall not be affected, modified, or diminished by reason of any assignment, renewal, modification or extension of this Agreement or any modification or waiver of or change in any of the covenants and terms of this Agreement by agreement of a Sprint Indemnitee and Lessee, or by any unilateral action of either a Sprint Indemnitee or Lessee, or by an extension of time that may be granted by a Sprint Indemnitee to Lessee or any indulgence of any kind granted to Lessee, or any dealings or transactions occurring between a Sprint Indemnitee and Lessee, including, without limitation, any adjustment, compromise, settlement, accord and satisfaction, or release, or any bankruptcy, insolvency, reorganization, arrangements, assignment for the benefit of creditors, receivership, or trusteeship affecting Lessee. Global Parent does hereby expressly waive any suretyship defense it may have by virtue of any statute, Law, or ordinance of any state or other Governmental Authority.
(d) All of the Sprint Indemnitees' rights and remedies under this guaranty are intended to be distinct, separate and cumulative and no such right and remedy herein is intended to be the exclusion of or a waiver of any other. Global Parent hereby waives presentment demand for performance, notice of nonperformance, protest notice of protest, notice of dishonor, and notice of acceptance. Global Parent further waives any right to require that an action be brought against Global or any other Person or to require that resort be had by a beneficiary to any security held by such beneficiary.
Appears in 1 contract
GLOBAL PARENT GUARANTY. (a) Global Parent unconditionally guarantees to the Sprint Indemnitees the full and timely payment and performance and observance of all of the terms, provisions, covenants and obligations of Lessee under this Agreement (the "LESSEE OBLIGATIONSLessee Obligations"). Global Parent agrees that if Lessee defaults at any time during the Term of this Agreement in the performance of any of the Lessee Obligations, Global Parent shall faithfully perform and fulfill all Lessee Obligations that involve payment of a fixed sum and shall pay to the applicable beneficiary all attorneys' fees, court costs, and other expenses, costs and disbursements incurred by the applicable beneficiary on account of any default by Lessee and on account of the enforcement of this guaranty. Notwithstanding anything to the contrary contained herein (but subject to the provisions of Section 41(d)), the maximum aggregate amount payable hereunder by Global Parent shall be Sixty One Two Hundred Million Eight Hundred Fifty Eight Thousand Seventy Three Dollars ($61,858,073200,000,000) (the "GLOBAL PARENT MAXIMUM OBLIGATIONGlobal Parent Maximum Obligation") and following aggregate payment by Global Parent to the Sprint Indemnitees of such amount, Global Parent shall have no further obligations hereunder.
(b) The foregoing guaranty obligation of Global Parent shall be enforceable by any Sprint Indemnitee in an action against Global Parent without the necessity of any suit, action, or proceedings by the applicable beneficiary of any kind or nature whatsoever against Lessee, without the necessity of any notice to Global Parent of Lessee's default or breach under this Agreement, and without the necessity of any other notice or demand to Global Parent to which Global Parent might otherwise be entitled, all of which notices Global Parent hereby expressly waives. Global Parent hereby agrees that the validity of this guaranty and the obligations of Global Parent hereunder shall not be terminated, affected, diminished, or impaired by reason of the assertion or the failure to assert by any Sprint Indemnitee against Lessee any of the rights or remedies reserved to such Sprint Indemnitee pursuant to the provisions of this Agreement or any other remedy or right which such Sprint Indemnitee may have at law or in equity or otherwise.
(c) Global Parent covenants and agrees that this guaranty is an absolute, unconditional, irrevocable and continuing guaranty. The liability of Global Parent hereunder shall not be affected, modified, or diminished by reason of any assignment, renewal, modification or extension of this Agreement or any modification or waiver of or change in any of the covenants and terms of this Agreement by agreement of a Sprint Indemnitee and Lessee, or by any unilateral action of either a Sprint Indemnitee or Lessee, or by an extension of time that may be granted by a Sprint Indemnitee to Lessee or any indulgence of any kind granted to Lessee, or any dealings or transactions occurring between a Sprint Indemnitee and Lessee, including, without limitation, any adjustment, compromise, settlement, accord and satisfaction, or release, or any bankruptcy, insolvency, reorganization, arrangements, assignment for the benefit of creditors, receivership, or trusteeship affecting Lessee. Global Parent does hereby expressly waive any suretyship defense it may have by virtue of any statute, Law, or ordinance of any state or other Governmental Authority.
(d) All of the Sprint Indemnitees' rights and remedies under this guaranty are intended to be distinct, separate and cumulative and no such right and remedy herein is intended to be the exclusion of or a waiver of any other. Global Parent hereby waives presentment demand for performance, notice of nonperformance, protest notice of protest, notice of dishonor, and notice of acceptance. Global Parent further waives any right to require that an action be brought against Global or any other Person or to require that resort be had by a beneficiary to any security held by such beneficiary.
Appears in 1 contract
Samples: Agreement to Contribute, Lease and Sublease (Sprint Corp)
GLOBAL PARENT GUARANTY. (a) Global Parent unconditionally guarantees to the Sprint Indemnitees the full and timely payment and performance and observance of all of the terms, provisions, covenants and obligations of Lessee under this Agreement (the "LESSEE OBLIGATIONS"). Global Parent agrees that if Lessee defaults at any time during the Term of this Agreement in the performance of any of the Lessee Obligations, Global Parent shall faithfully perform and fulfill all Lessee Obligations that involve payment of a fixed sum and shall pay to the applicable beneficiary all attorneys' fees, court costs, and other expenses, costs and disbursements incurred by the applicable beneficiary on account of any default by Lessee and on account of the enforcement of this guaranty. Notwithstanding anything to the contrary contained herein (but subject to the provisions of Section 41(d)), the maximum aggregate amount payable hereunder by Global Parent shall be Sixty One Hundred Fifteen Million Eight Hundred Fifty Eight Eighty Two Thousand Seventy Three Five Dollars ($61,858,073115,882,005) (the "GLOBAL PARENT MAXIMUM OBLIGATION") and following aggregate payment by Global Parent to the Sprint Indemnitees of such amount, Global Parent shall have no further obligations hereunder.
(b) The foregoing guaranty obligation of Global Parent shall be enforceable by any Sprint Indemnitee in an action against Global Parent without the necessity of any suit, action, or proceedings by the applicable beneficiary of any kind or nature whatsoever against Lessee, without the necessity of any notice to Global Parent of Lessee's default or breach under this Agreement, and without the necessity of any other notice or demand to Global Parent to which Global Parent might otherwise be entitled, all of which notices Global Parent hereby expressly waives. Global Parent hereby agrees that the validity of this guaranty and the obligations of Global Parent hereunder shall not be terminated, affected, diminished, or impaired by reason of the assertion or the failure to assert by any Sprint Indemnitee against Lessee any of the rights or remedies reserved to such Sprint Indemnitee pursuant to the provisions of this Agreement or any other remedy or right which such Sprint Indemnitee may have at law or in equity or otherwise.
(c) Global Parent covenants and agrees that this guaranty is an absolute, unconditional, irrevocable and continuing guaranty. The liability of Global Parent hereunder shall not be affected, modified, or diminished by reason of any assignment, renewal, modification or extension of this Agreement or any modification or waiver of or change in any of the covenants and terms of this Agreement by agreement of a Sprint Indemnitee and Lessee, or by any unilateral action of either a Sprint Indemnitee or Lessee, or by an extension of time that may be granted by a Sprint Indemnitee to Lessee or any indulgence of any kind granted to Lessee, or any dealings or transactions occurring between a Sprint Indemnitee and Lessee, including, without limitation, any adjustment, compromise, settlement, accord and satisfaction, or release, or any bankruptcy, insolvency, reorganization, arrangements, assignment for the benefit of creditors, receivership, or trusteeship affecting Lessee. Global Parent does hereby expressly waive any suretyship defense it may have by virtue of any statute, Law, or ordinance of any state or other Governmental Authority.
(d) All of the Sprint Indemnitees' rights and remedies under this guaranty are intended to be distinct, separate and cumulative and no such right and remedy herein is intended to be the exclusion of or a waiver of any other. Global Parent hereby waives presentment demand for performance, notice of nonperformance, protest notice of protest, notice of dishonor, and notice of acceptance. Global Parent further waives any right to require that an action be brought against Global or any other Person or to require that resort be had by a beneficiary to any security held by such beneficiary.
Appears in 1 contract
GLOBAL PARENT GUARANTY. (a) Global Parent unconditionally guarantees to the Sprint Indemnitees the full and timely payment and performance and observance of all of the terms, provisions, covenants and obligations of Lessee under this Agreement (the "LESSEE OBLIGATIONS"). Global Parent agrees that if Lessee defaults at any time during the Term of this Agreement in the performance of any of the Lessee Obligations, Global Parent shall faithfully perform and fulfill all Lessee Obligations that involve payment of a fixed sum and shall pay to the applicable beneficiary all attorneys' fees, court costs, and other expenses, costs and disbursements incurred by the applicable beneficiary on account of any default by Lessee and on account of the enforcement of this guaranty. Notwithstanding anything to the contrary contained herein (but subject to the provisions of Section 41(d)), the maximum aggregate amount payable hereunder by Global Parent shall be Three Million Two Hundred Sixty One Million Eight Seven Thousand Four Hundred Fifty Eight Thousand Seventy Three Forty Five Dollars ($61,858,0733,267,445) (the "GLOBAL PARENT MAXIMUM OBLIGATION") and following aggregate payment by Global Parent to the Sprint Indemnitees of such amount, Global Parent shall have no further obligations hereunder.
(b) The foregoing guaranty obligation of Global Parent shall be enforceable by any Sprint Indemnitee in an action against Global Parent without the necessity of any suit, action, or proceedings by the applicable beneficiary of any kind or nature whatsoever against Lessee, without the necessity of any notice to Global Parent of Lessee's default or breach under this Agreement, and without the necessity of any other notice or demand to Global Parent to which Global Parent might otherwise be entitled, all of which notices Global Parent hereby expressly waives. Global Parent hereby agrees that the validity of this guaranty and the obligations of Global Parent hereunder shall not be terminated, affected, diminished, or impaired by reason of the assertion or the failure to assert by any Sprint Indemnitee against Lessee any of the rights or remedies reserved to such Sprint Indemnitee pursuant to the provisions of this Agreement or any other remedy or right which such Sprint Indemnitee may have at law or in equity or otherwise.
(c) Global Parent covenants and agrees that this guaranty is an absolute, unconditional, irrevocable and continuing guaranty. The liability of Global Parent hereunder shall not be affected, modified, or diminished by reason of any assignment, renewal, modification or extension of this Agreement or any modification or waiver of or change in any of the covenants and terms of this Agreement by agreement of a Sprint Indemnitee and Lessee, or by any unilateral action of either a Sprint Indemnitee or Lessee, or by an extension of time that may be granted by a Sprint Indemnitee to Lessee or any indulgence of any kind granted to Lessee, or any dealings or transactions occurring between a Sprint Indemnitee and Lessee, including, without limitation, any adjustment, compromise, settlement, accord and satisfaction, or release, or any bankruptcy, insolvency, reorganization, arrangements, assignment for the benefit of creditors, receivership, or trusteeship affecting Lessee. Global Parent does hereby expressly waive any suretyship defense it may have by virtue of any statute, Law, or ordinance of any state or other Governmental Authority.
(d) All of the Sprint Indemnitees' rights and remedies under this guaranty are intended to be distinct, separate and cumulative and no such right and remedy herein is intended to be the exclusion of or a waiver of any other. Global Parent hereby waives presentment demand for performance, notice of nonperformance, protest notice of protest, notice of dishonor, and notice of acceptance. Global Parent further waives any right to require that an action be brought against Global or any other Person or to require that resort be had by a beneficiary to any security held by such beneficiary.
Appears in 1 contract
GLOBAL PARENT GUARANTY. (a) Global Parent unconditionally guarantees to the Sprint Indemnitees the full and timely payment and performance and observance of all of the terms, provisions, covenants and obligations of Lessee under this Agreement (the "LESSEE OBLIGATIONS"). Global Parent agrees that if Lessee defaults at any time during the Term of this Agreement in the performance of any of the Lessee Obligations, Global Parent shall faithfully perform and fulfill all Lessee Obligations that involve payment of a fixed sum and shall pay to the applicable beneficiary all attorneys' fees, court costs, and other expenses, costs and disbursements incurred by the applicable beneficiary on account of any default by Lessee and on account of the enforcement of this guaranty. Notwithstanding anything to the contrary contained herein (but subject to the provisions of Section 41(d)), the maximum aggregate amount payable hereunder by Global Parent shall be Sixty Seven Million Two Hundred Seventy Seven Thousand Four Hundred Ninety One Million Eight Hundred Fifty Eight Thousand Seventy Three Dollars ($61,858,0737,277,491) (the "GLOBAL PARENT MAXIMUM OBLIGATION") and following aggregate payment by Global Parent to the Sprint Indemnitees of such amount, Global Parent shall have no further obligations hereunder.
(b) The foregoing guaranty obligation of Global Parent shall be enforceable by any Sprint Indemnitee in an action against Global Parent without the necessity of any suit, action, or proceedings by the applicable beneficiary of any kind or nature whatsoever against Lessee, without the necessity of any notice to Global Parent of Lessee's default or breach under this Agreement, and without the necessity of any other notice or demand to Global Parent to which Global Parent might otherwise be entitled, all of which notices Global Parent hereby expressly waives. Global Parent hereby agrees that the validity of this guaranty and the obligations of Global Parent hereunder shall not be terminated, affected, diminished, or impaired by reason of the assertion or the failure to assert by any Sprint Indemnitee against Lessee any of the rights or remedies reserved to such Sprint Indemnitee pursuant to the provisions of this Agreement or any other remedy or right which such Sprint Indemnitee may have at law or in equity or otherwise.
(c) Global Parent covenants and agrees that this guaranty is an absolute, unconditional, irrevocable and continuing guaranty. The liability of Global Parent hereunder shall not be affected, modified, or diminished by reason of any assignment, renewal, modification or extension of this Agreement or any modification or waiver of or change in any of the covenants and terms of this Agreement by agreement of a Sprint Indemnitee and Lessee, or by any unilateral action of either a Sprint Indemnitee or Lessee, or by an extension of time that may be granted by a Sprint Indemnitee to Lessee or any indulgence of any kind granted to Lessee, or any dealings or transactions occurring between a Sprint Indemnitee and Lessee, including, without limitation, any adjustment, compromise, settlement, accord and satisfaction, or release, or any bankruptcy, insolvency, reorganization, arrangements, assignment for the benefit of creditors, receivership, or trusteeship affecting Lessee. Global Parent does hereby expressly waive any suretyship defense it may have by virtue of any statute, Law, or ordinance of any state or other Governmental Authority.
(d) All of the Sprint Indemnitees' rights and remedies under this guaranty are intended to be distinct, separate and cumulative and no such right and remedy herein is intended to be the exclusion of or a waiver of any other. Global Parent hereby waives presentment demand for performance, notice of nonperformance, protest notice of protest, notice of dishonor, and notice of acceptance. Global Parent further waives any right to require that an action be brought against Global or any other Person or to require that resort be had by a beneficiary to any security held by such beneficiary.
Appears in 1 contract
GLOBAL PARENT GUARANTY. (a) Global Parent unconditionally guarantees to the Sprint Indemnitees the full and timely payment and performance and observance of all of the terms, provisions, covenants and obligations of Lessee under this Agreement (the "LESSEE OBLIGATIONS"). Global Parent agrees that if Lessee defaults at any time during the Term of this Agreement in the performance of any of the Lessee Obligations, Global Parent shall faithfully perform and fulfill all Lessee Obligations that involve payment of a fixed sum and shall pay to the applicable beneficiary all attorneys' fees, court costs, and other expenses, costs and disbursements incurred by the applicable beneficiary on account of any default by Lessee and on account of the enforcement of this guaranty. Notwithstanding anything to the contrary contained herein (but subject to the provisions of Section 41(d)), the maximum aggregate amount payable hereunder by Global Parent shall be Six Million Nine Hundred Sixty One Million Eight Nine Thousand Five Hundred Fifty Eight Thousand Seventy Three Eighty Four Dollars ($61,858,0736,969,584) (the "GLOBAL PARENT MAXIMUM OBLIGATION") and following aggregate payment by Global Parent to the Sprint Indemnitees of such amount, Global Parent shall have no further obligations hereunder.
(b) The foregoing guaranty obligation of Global Parent shall be enforceable by any Sprint Indemnitee in an action against Global Parent without the necessity of any suit, action, or proceedings by the applicable beneficiary of any kind or nature whatsoever against Lessee, without the necessity of any notice to Global Parent of Lessee's default or breach under this Agreement, and without the necessity of any other notice or demand to Global Parent to which Global Parent might otherwise be entitled, all of which notices Global Parent hereby expressly waives. Global Parent hereby agrees that the validity of this guaranty and the obligations of Global Parent hereunder shall not be terminated, affected, diminished, or impaired by reason of the assertion or the failure to assert by any Sprint Indemnitee against Lessee any of the rights or remedies reserved to such Sprint Indemnitee pursuant to the provisions of this Agreement or any other remedy or right which such Sprint Indemnitee may have at law or in equity or otherwise.
(c) Global Parent covenants and agrees that this guaranty is an absolute, unconditional, irrevocable and continuing guaranty. The liability of Global Parent hereunder shall not be affected, modified, or diminished by reason of any assignment, renewal, modification or extension of this Agreement or any modification or waiver of or change in any of the covenants and terms of this Agreement by agreement of a Sprint Indemnitee and Lessee, or by any unilateral action of either a Sprint Indemnitee or Lessee, or by an extension of time that may be granted by a Sprint Indemnitee to Lessee or any indulgence of any kind granted to Lessee, or any dealings or transactions occurring between a Sprint Indemnitee and Lessee, including, without limitation, any adjustment, compromise, settlement, accord and satisfaction, or release, or any bankruptcy, insolvency, reorganization, arrangements, assignment for the benefit of creditors, receivership, or trusteeship affecting Lessee. Global Parent does hereby expressly waive any suretyship defense it may have by virtue of any statute, Law, or ordinance of any state or other Governmental Authority.
(d) All of the Sprint Indemnitees' rights and remedies under this guaranty are intended to be distinct, separate and cumulative and no such right and remedy herein is intended to be the exclusion of or a waiver of any other. Global Parent hereby waives presentment demand for performance, notice of nonperformance, protest notice of protest, notice of dishonor, and notice of acceptance. Global Parent further waives any right to require that an action be brought against Global or any other Person or to require that resort be had by a beneficiary to any security held by such beneficiary.
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