Guarantee and Security. The guarantee and security arrangements for each of the Finance Lease Agreements are set out below:
Guarantee and Security. With effect from the Effective Date, each Effective Date Debtor and (to the extent applicable) each Effective Date Security Grantor:
(a) confirms its acceptance of the Amended Group ICA;
(b) agrees that it is bound as a Debtor or as a Security Grantor (as applicable) by the terms of the Amended Group ICA; and
(c) confirms and accepts that:
(i) any Transaction Security created or given by it under a Pre-Effective Date Security Document will:
(A) continue in full force and effect on the terms of the respective Finance Documents (including the Amended Group ICA, to the extent applicable); and
(B) subject to Clause 2 (Amendment of the Group ICA, High Yield ICA and Security Trust Agreement) of this Deed, continue to extend to the Secured Obligations, under and as defined in paragraph [(a) or (b)] of that definition (as applicable) in the Amended Group ICA; and
(ii) any guarantee or indemnity created or given by it under the Original Senior Facilities Agreement will continue in full force and effect on the terms of the respective Finance Documents (including the Amended Group ICA) and extend to all new obligations assumed by any Debtor under the Finance Documents as amended and restated by this Deed (including, but not limited to, any new obligations under the Amended Group ICA), subject to any applicable guarantee limitations set out in any relevant Finance Documents.
Guarantee and Security. The guarantee and security arrangements for each of the Finance Lease Agreement are set out below: The Supplier shall provide joint and several liabilities for the debts of the Lessee under the Finance Lease Agreements.
Guarantee and Security. Each of the Guarantors acknowledges and confirms that (i) the guarantee granted by it pursuant to Article 10 of the Loan Agreement constitutes a continuing guarantee of, among other things, all present and future obligations of the Borrower to the Lender under the Loan Agreement and shall remain in full force and effect; and (ii) each of the other Loan Documents executed by it shall remain in full force and effect. In addition, (i) MEC Land Holdings (California) Inc. acknowledges and confirms that the Golden Gate Mortgage constitutes continuing security for the obligations secured thereby and shall remain in full force and effect, and (ii) The Santa Xxxxx Companies, Inc. acknowledges and confirms that the Santa Xxxxx Mortgage constitutes continuing security for the obligations secured thereby and shall remain in full force and effect. The Lender acknowledges that, concurrent with any Future Advance, MID Islandi sf will be granted a second ranking charge on the shares of AmTote on terms and conditions substantially similar to the New Security.
Guarantee and Security. With effect from the Effective Date, each Obligor and GMI confirms that any security or guarantee created or given by it under the Finance Documents (including, in the case of each Obligor, under clause 25 (Guarantee and indemnity) of the Facility Agreement) will:
6.1 continue in full force and effect; and
6.2 extend to all liabilities and obligations of the Obligors arising under the Facility Agreement as amended by this Agreement.
Guarantee and Security. The guarantee and security arrangements for the Finance Lease Agreements are set out below: The ultimate beneficial owner of the Lessee and one of its associates provide joint and several liability security for the debts under the Finance Lease Agreements.
Guarantee and Security. Each of the Lessee Personal Guarantors has provided an irrevocable and unconditional personal guarantee with joint and several liability in favour of the Company in respect of all debt payable by Lessee F to the Company under each of the Direct Lease Agreements. Corporate Guarantor I has provided an irrevocable and unconditional corporate guarantee with joint and several liability in favour of the Company in respect of all debt payable by Lessee F1 to the Company under the Direct Lease Agreement I and the the Direct Lease Agreement II, while Corporate Guarantor II has provided an irrevocable and unconditional corporate guarantee with joint and several liability in favour of the Company in respect of all debt payable by Lessee F2 to the Company under the Direct Lease Agreement III. Lessee F also has pledged certain equipment and, among others, such ancillary, additional or substitution property of and rights in and interest accrued upon the equipment as security to secure, among others, the performance of its obligations under each of the Direct Lease Agreements. Pursuant to the terms of the respective agreements between the following Suppliers and the Company, in the event that Lessee F fails to pay on time and in full the lease payment or any other amount under the following Direct Lease Agreement(s), the relevant Suppliers agreed to, inter alia, repurchase from the Company the following Direct Lease Assets at a sum with reference to the difference of (a) the aggregate of the outstanding lease payment, the default payment and the retention consideration; and (b) the security deposit paid by Lessee F to the Company under the relevant Direct Lease Agreements. I Direct Lease Assets I Direct Lease Agreement I I Direct Lease Assets II Direct Lease Agreement II There is no such direct lease assets repurchase arrangement between the Company and Supplier II under to the Direct Lease Agreement III.
Guarantee and Security. With effect from the Effective Date, each Obligor confirms that any security or guarantee created or given by it under the Finance Documents (including under clause 21 (Guarantee and indemnity) of the Facility Agreement) will:
(a) continue in full force and effect; and
(b) extend to all liabilities and obligations of the Obligors arising under the Facility Agreement as amended by this Agreement.
Guarantee and Security. 12.1 As security for the performance by the Vendor of its obligations hereunder and against payment of the first payment by the NLI of the first payment as provided in the Payment Schedule, the Vendor undertakes to provide an autonomous bank guarantee from a bank acceptable to the NLI linked to the last Israeli Consumer Price Index (the “CPI”) published prior to the execution of this Agreement in a sum New Israeli shekels equal to ten percent (10%) of the total payment to be made by the NLI to Vendor as provided in the Payment Schedule, including value added tax (the “Guarantee”). The Guarantee shall be valid for the duration of the Transaction Period and any Extension and the new CPI for any extension of the Guarantee shall be the last CPI published prior to such extension.
12.2 The NLI may exercise the Guarantee, in whole or in part, in the event that the Vendor does not fulfill any or all of his obligations as provided in this Agreement after providing proper notice thereof, at the sole discretion of the NLI.
12.3 If the NLI has exercised the Guarantee, in whole or in part, but has not terminated this Agreement, the Vendor must provide an additional guarantee such that the total amount guarantee is equal to the sum provided in Section 12.1 above.
12.4 The NLI may immediately exercise the guarantee upon termination of this Agreement as provided in Section 17 below.
12.5 Provision by the Vendor of the Guarantee is a condition precedent of the validity and effectiveness of this Agreement, this without derogating from the Vendor’s obligations to fully perform its obligations hereunder or imposing any obligation on the NLI.
Guarantee and Security. 12.1 The Borrower acknowledges and confirms that clause 2 (Assignment) of the Assignment of Contract will on and after the date of this Second Facility Agreement continue to secure all present and future obligations and liabilities owed by the Borrower to the Lender, whether actual or contingent, and whether owed jointly or severally, as principal or surety and/or in any other capacity whatsoever, under or in connection with the Finance Documents including this Second Facility Agreement.
12.2 The Guarantor acknowledges and confirms that on and after the date of this Second Facility Agreement its obligations under clause 1 (Guarantee and Indemnity) of the Guarantee will continue in full force and effect and will extend to and include all of the liabilities of the Borrower under this Second Facility Agreement.
12.3 Each of the Borrower and the Guarantor acknowledges and confirms that each of the Share Mortgage Deeds executed by them will (as applicable) on and after the date of this Second Facility Agreement continue to secure all present and future obligations and liabilities owed by the Borrower to the Lender, whether actual or contingent, and whether owed jointly or severally, as principal or surety and/or in any other capacity whatsoever, under or in connection with the Finance Documents including this Second Facility Agreement.
