Guarantee 107 Sample Clauses

Guarantee 107. SECTION 10.2. Limitation on Liability; Termination, Release and Discharge 109 SECTION 10.3. Right of Contribution 110 SECTION 10.4. No Subrogation 110 ARTICLE XI SATISFACTION AND DISCHARGE
Sample 1
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Guarantee 107. SECTION 10.2. Limitation on Liability; Termination, Release and Discharge 108 SECTION 10.3. Right of Contribution 109 SECTION 10.4. No Subrogation 109 ARTICLE XI SATISFACTION AND DISCHARGE SECTION 11.1. Satisfaction and Discharge 109 SECTION 11.2. Application of Trust Money 110 ARTICLE XII COLLATERAL SECTION 12.1. Collateral Documents 111 SECTION 12.2. [Reserved] 111 SECTION 12.3. Release of Collateral 111 SECTION 12.4. Suits to Protect the Collateral 113 SECTION 12.5. Authorization of Receipt of Funds by the Trustee Under the Collateral Documents 113 SECTION 12.6. Purchaser Protected 113 SECTION 12.7. Powers Exercisable by Receiver or Trustee 113 SECTION 12.8. Release Upon Termination of the Issuers’ Obligations 113 SECTION 12.9. Collateral Agent 114 SECTION 12.10. Designations 119 SECTION 12.11. No Impairment of the Security Interests 119 SECTION 12.12. Insurance 119 SECTION 12.13. Québec Collateral 119 ARTICLE XIII MISCELLANEOUS SECTION 13.1. Notices 120 SECTION 13.2. Communication by Holders with other Holders 121 SECTION 13.3. Certificate and Opinion as to Conditions Precedent 121 SECTION 13.4. Statements Required in Certificate or Opinion 121 SECTION 13.5. When Notes Disregarded 121 SECTION 13.6. Rules by Trustee, Paying Agent and Registrar 121 SECTION 13.7. Legal Holidays 121 SECTION 13.8. Governing Law 122 SECTION 13.9. Jurisdiction 122 SECTION 13.10. Waivers of Jury Trial 122 SECTION 13.11. USA PATRIOT Act 122 SECTION 13.12. No Recourse Against Others 122 SECTION 13.13. Successors 122 SECTION 13.14. Multiple Originals 122 SECTION 13.15. [Reserved] 122 SECTION 13.16. Table of Contents; Headings 123 SECTION 13.17. Force Majeure 123 SECTION 13.18. Severability 123 SECTION 13.19. Intercreditor Agreements 123 SECTION 13.20. Appointment of Agent for Service of Process 123 SECTION 13.21. Waiver of Immunities 124 SECTION 13.22. Judgment Currency 124 SECTION 13.23. Usury Savings Clause 125 SECTION 13.24. Interest Act (Canada) 125 EXHIBIT A Form of Global Restricted Note EXHIBIT B [Reserved] EXHIBIT C Form of Supplemental Indenture EXHIBIT D [Reserved] EXHIBIT E-1 [Reserved] EXHIBIT E-2 [Reserved] EXHIBIT F Form of Certificate to be Delivered Upon Termination of Restricted Period EXHIBIT G [Reserved] EXHIBIT H Form of Certificate to be Delivered in Connection with Transfers Pursuant to Regulation S INDENTURE dated as of May 22, 2015, among 1011778 B.C. UNLIMITED LIABILITY COMPANY, an unlimited liability company organized under the laws of British Columbia (...
Sample 1
Guarantee 107. Section 10.2 Limitation on Liability; Termination, Release and Discharge 109 Section 10.3 Right of Contribution 110 Section 10.4 No Subrogation 110 ARTICLE XI. MISCELLANEOUS 111 Section 11.1 [Reserved] 111 Section 11.2 Notices 111 Section 11.3 [Reserved] 112 Section 11.4 Certificate and Opinion as to Conditions Precedent 112 Section 11.5 Statements Required in Certificate or Opinion 112 Section 11.6 When Securities Disregarded 113 Section 11.7 Rules by Trustee, Paying Agent and Registrar 113 Section 11.8 Legal Holidays 113 Section 11.9 GOVERNING LAW 113 Section 11.10 No Personal Liability of Directors, Officers, Employees and Stockholders 113 Section 11.11 Successors 113 Section 11.12 Multiple Originals 114 Section 11.13 [Reserved] 114 Section 11.14 Table of Contents; Headings 114 Section 11.15 Force Majeure 114 Section 11.16 Waiver of Jury Trial 114 Section 11.17 Consent to Jurisdiction 114 Schedule I Subsidiary Guarantors Exhibit A [Form of Note] Exhibit B Form of Indenture Supplement to add Subsidiary Guarantors This INDENTURE dated as of February 23, 2024, is among CNX Resources Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined herein) party hereto and UMB Bank, N.A., a national banking association (the “Trustee”), as trustee. Each party agrees as follows for the benefit of the other parties and for the equal and ratable benefit of the Holders of (i) the Company’s 7.250% Senior Notes due 2032, issued on the date hereof and the Subsidiary Guarantees thereof by the Subsidiary Guarantors (the “Initial Securities”) and (ii) if and when issued, an unlimited principal amount of additional 7.250% Senior Notes due 2032 in a non-registered offering, and the Subsidiary Guarantees thereof by the Subsidiary Guarantors, that may be offered from time to time subsequent to the Issue Date, all as provided in and subject to Section 2.1 (the “Additional Securities,” and together with the Initial Securities, the “Securities”):
Sample 1

Related to Guarantee 107

  • GUARANTEE, ETC Each of the Guaranteeing Subsidiaries hereby agrees that from and after the date hereof it shall be a Guarantor under the Indenture and be bound by the terms thereof applicable to Guarantors and shall be entitled to all of the rights and subject to all the obligations of a Guarantor thereunder.

  • Guarantee and indemnity Each Guarantor irrevocably and unconditionally jointly and severally:

  • Guarantee Absolute The Guarantor guarantees that the Obligations will be paid strictly in accordance with the terms of the Indenture, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of Holders of the Debt Securities with respect thereto. The liability of the Guarantor under this Guarantee shall be absolute and unconditional irrespective of:

  • Covenant to Guarantee Obligations The Loan Parties will cause each of their Subsidiaries whether newly formed, after acquired or otherwise existing to promptly (and in any event within thirty (30) days after such Subsidiary is formed or acquired (or such longer period of time as agreed to by the Administrative Agent in its reasonable discretion)) become a Guarantor hereunder by way of execution of a Joinder Agreement; provided, however, no Subsidiary formed with the intent of becoming an Excluded Subsidiary that meets the requirements to be an Excluded Subsidiary shall be required to become a Guarantor. In connection therewith, the Loan Parties shall give notice to the Administrative Agent within thirty (30) days (or such longer period of time as agreed to by the Administrative Agent in its reasonable discretion) after creating a Subsidiary or acquiring the Equity Interests of any other Person. In connection with the foregoing, the Loan Parties shall deliver to the Administrative Agent, with respect to each new Guarantor to the extent applicable, substantially the same documentation required pursuant to Sections 4.01 and 6.14 and such other documents or agreements as the Administrative Agent may reasonably request. Notwithstanding anything to the contrary in this Section 6.13, with respect to the Acquisition of CEE, the Loan Parties shall cause LH Merger Sub 2 to (x) complete all planned mergers and name changes with respect to CEE no later than fourteen (14) days after the Closing Date, (y) enter into a Joinder Agreement and deliver all other documentation required by this Section 6.13 no later than twenty (20) days after the Closing Date and (z) deliver membership certificates evidencing the Pledged Equity of CEE, Qualifying Control Agreements with respect to all deposit accounts and securities accounts of CEE and an opinion of counsel for the Loan Parties related thereto pursuant to, and in accordance with, Sections 6.14(a)(ii) and (d)(ii). [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission.

  • Guarantee Agreement By executing and delivering this Assumption Agreement, the Successor Guarantor, as provided in Section 3.12 of the Guarantee Agreement, hereby becomes a party to the Guarantee Agreement as a Guarantor thereunder with the same force and effect as if originally named therein as a Guarantor and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Guarantor thereunder.

  • Guarantee Limitations The limitations applicable to the Guarantees, as set forth in Section 209 of the Indenture, will apply to the Guarantees issued hereunder; provided, however, that any further limitations, or any amendments or modifications to such Guarantees or limitations thereon, shall be set forth in an additional supplemental indenture, in each case in accordance with the Indenture.

  • Guarantee Period The guarantee period is from the effective date of this Contract and ends two years from the expiration of the debt performance term under the Main Contract. In case Party A agrees to extent the debt performance term, the guarantee period ends two years from the expiration of the extended debt performance term under the Main Contract. If Party B announces advanced maturity of debts according to the Main Contract, the guarantee period ends two years from the advanced maturity date of debts announced by Party B. In case the debts under the Main Contract are paid in installments, the guarantee period of each installment is two years from the expiration date of the debt performance term of the last installment.

  • Guarantee of Notes Section 10.01.

  • Covenant to Guarantee Obligations and Give Security At the Borrower’s expense, take all action necessary or reasonably requested by the Administrative Agent to ensure that the Collateral and Guarantee Requirement continues to be satisfied, including:

  • Guarantee and Collateral Agreement By executing and delivering this Assumption Agreement, the Additional Grantor, as provided in Section 8.14 of the Guarantee and Collateral Agreement, hereby becomes a party to the Guarantee and Collateral Agreement as a Grantor thereunder with the same force and effect as if originally named therein as a Grantor and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Grantor thereunder. The information set forth in Annex 1-A hereto is hereby added to the information set forth in the Schedules to the Guarantee and Collateral Agreement. The Additional Grantor hereby represents and warrants that each of the representations and warranties contained in Section 4 of the Guarantee and Collateral Agreement is true and correct on and as the date hereof (after giving effect to this Assumption Agreement) as if made on and as of such date.

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