Guarantee (Security Sample Clauses

Guarantee (Security. (CL 6.1) Delete the contents of the first paragraph of Clause 6.2 and insert: “The Contractor shall deliver to the Employer within such time as may be stated in the Contract Data a Demand Guarantee, of Insurance Company registered in terms of the Short-term Insurance Act (Act 53 of 1998) or registered Commercial Bank, in a sum equal to the amount stated in the Contract Data. The Demand Guarantee shall be issued by an entity approved by the Employer, and shall conform in all respects to the format contained in the Appendix to the Contract Data. Wherever a joint venture constitutes the contracting party, the Demand Guarantee shall be issued on behalf of the joint venture. Failure to produce an acceptable Demand Guarantee within the period stated in Clause 2.2.8 of the Contract Data is a fundamental breach of Contract, entitling the Employer to cancel the Contract by due notice in terms of Clause 9.2 with specific reference to sub-clause 9.2.2.5 as amended in the Special Conditions of Contract.”
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Guarantee (Security. Each Guarantor has jointly and severally irrevocably and unconditionally guaranteed the payment of principal, premium, if any, and interest (including interest on overdue principal and overdue interest, if lawful) on the Securities; PROVIDED, HOWEVER, each Guarantor that makes a payment or distribution under a Guarantee shall be entitled to a contribution from each other Guarantor in a PRO RATA amount based on the Adjusted Net Assets of each Guarantor. Pursuant to the Indenture, the Company will assign and pledge to the Trustee, for its benefit and the benefit of the Securityholders, a security interest in 100% of the issued and outstanding Capital Stock of the Guarantor and certain proceeds from time to time received, receivable or otherwise distributed in respect thereof (the "Collateral"). The Company and each Guarantor will also agree to assign and pledge to the Trustee as part of the Collateral all shares of Capital Stock of each Guarantor at any time acquired by the Company or any Guarantor. The security interest in the Collateral will be a first priority security interest. However, absent any acceleration notice or bankruptcy default, the Company will be able to vote, as it sees fit in its sole discretion, the Capital Stock of each Guarantor.
Sample 1
Guarantee (Security. The Note is initially entitled to the benefits of the Subsidiary Guarantee of the Guarantor. Upon the terms and subject to the conditions set forth in the Indenture, the Guarantor has unconditionally guaranteed that the principal of, and premium, if any, interest and Additional Interest, if any, on and any additional amounts, if any, with respect to the Notes will be duly and punctually paid in full when due, whether at maturity, by acceleration or otherwise, and interest on overdue principal, premium, if any, and (to the extent permitted by law) interest on any interest or Additional Interest, if any, on the Notes and all other Obligations of the Company to the Holders under the Notes or the Indenture (including fees, expenses or other Obligations) will be promptly paid in full or performed. The Subsidiary Guarantee constitutes a limited guarantee by the Guarantor of all sums due under the Notes limited in amount to the value of the property held in the Escrow Account. The Guarantor shall be released from the Subsidiary Guarantee upon the terms and subject to the conditions set forth in the Indenture. Reference is hereby made to Article X of the Indenture and to Exhibit G to the Indenture for the terms of the Subsidiary Guarantee. The Guarantor's obligations under the Subsidiary Guarantee are secured by a first priority security interest in the Escrow Account and the Temporary Cash Investments held therein.
Sample 1
Guarantee (Security. If the Guarantor does not pay all or part of any sum due to any Indemnified Person under this Agreement within fifteen (15) Business Days as from the Indemnification Date, such Indemnified Person may claim the release of such amount of Escrow Funds as may be necessary to cover the corresponding sum from the Escrow Account pursuant to the terms of the Escrow Agreement.
Sample 1
Guarantee (Security. To secure the due and punctual payment of the Principal and interest on the Notes and all other amounts payable by the Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, (i) REV Guarantor Corp. (the "Guarantor") has guaranteed the Guaranteed Obligations on a non-recourse basis pursuant to the terms of the Indenture, (ii) the Guarantor has granted a security interest in the Collateral to the Trustee for the benefit of the Holders of Notes pursuant to the Indenture and (iii) the Company has agreed that, upon consummation of the Merger, it will have acquired its interest in the Collateral subject to the grant made by the Guarantor and it will grant a security interest in the Collateral to the Trustee for the benefit of the Holders of Notes pursuant to the Indenture. The Collateral is subject to release from the Lien of the Indenture to the extent provided therein.
Sample 1
Guarantee (Security to the conditions set forth in the Indenture. Reference is hereby made to Article X of the Indenture and to Exhibit G to the Indenture for the terms of the Subsidiary Guarantee. The Guarantor's obligations under the Subsidiary Guarantee are secured by a first priority security interest in the Escrow Account and the Temporary Cash Investments held therein.
Sample 1

Related to Guarantee (Security

  • 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.

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

  • 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:

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

  • 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 Security Agreement The Guarantee and Security Agreement, duly executed and delivered by each of the parties to the Guarantee and Security Agreement.

  • Future Subsidiary Guarantees The Company will not permit any Restricted Subsidiary or Regulated Subsidiary, directly or indirectly, to Guarantee any Indebtedness (“Guaranteed Indebtedness”) of the Company or any Restricted Subsidiary (other than a Foreign Subsidiary), unless (a) such Restricted Subsidiary or Regulated Subsidiary, to the extent permitted by law, simultaneously executes and delivers a supplemental indenture to the Indenture providing for a Guarantee (a “Subsidiary Guarantee”) of payment of the Notes by such Restricted Subsidiary or Regulated Subsidiary and (b) such Restricted Subsidiary or Regulated Subsidiary waives and will not in any manner whatsoever claim or take the benefit or advantage of, any rights of reimbursement, indemnity or subrogation or any other rights against the Company or any other Restricted Subsidiary or Regulated Subsidiary as a result of any payment by such Restricted Subsidiary or Regulated Subsidiary under its Subsidiary Guarantee until the Notes have been paid in full. The obligations of any such future Subsidiary Guarantor will be limited so as not to constitute a fraudulent conveyance under applicable federal or state laws. If the Guaranteed Indebtedness is (A) pari passu in right of payment with the Notes or any Note Guarantee, then the Guarantee of such Guaranteed Indebtedness shall be pari passu in right of payment with, or subordinated to, the Subsidiary Guarantee or (B) subordinated in right of payment to the Notes or any Note Guarantee, then the Guarantee of such Guaranteed Indebtedness shall be subordinated in right of payment to the Subsidiary Guarantee at least to the extent that the Guaranteed Indebtedness is subordinated to the Notes or the Notes Guarantee. Notwithstanding the foregoing, any Subsidiary Guarantee by a Restricted Subsidiary or Regulated Subsidiary may provide by its terms that it shall be automatically and unconditionally released and discharged upon any:

  • Guarantee of Notes Section 10.01.

  • Subordination of Guarantee The guarantee and other liabilities and obligations of the Depositor under this Agreement shall constitute unsecured obligations of the Depositor and shall rank subordinate and junior in right of payment to all Senior Indebtedness (as defined in the Indenture) of the Depositor to the extent and in the manner set forth in the Indenture with respect to the Debentures, and the provisions of Article XIII of the Indenture will apply, mutatis mutandis, to the obligations of the Depositor hereunder. The obligations of the Depositor hereunder do not constitute Senior Indebtedness (as defined in the Indenture) of the Depositor.

Time is Money Join Law Insider Premium to draft better contracts faster.