Guarantors. So long as any Registrable Notes remain outstanding, the Issuers shall cause each Person that becomes a guarantor of the Notes under the Indenture to execute and deliver a counterpart to this Agreement which subjects such Person to the provisions of this Agreement as a Guarantor. Each of the Guarantors agrees to join the Company in all of its undertakings hereunder to effect the Exchange Offer for the Exchange Notes and the filing of any Shelf Registration Statement required hereunder.
Guarantors. PRC WILLISTON, LLC, a Delaware limited liability company By: Magnum Hunter Resources Corporation, its sole member By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Chief Financial Officer MAGNUM HUNTER RESOURCES LP, a Delaware limited partnership By: Magnum Hunter Resources GP, LLC, its general partner By: Magnum Hunter Resources Corporation, its sole member By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Chief Financial Officer MAGNUM HUNTER RESOURCES GP, LLC, a Delaware limited liability company By: Magnum Hunter Resources Corporation, its sole member By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Chief Financial Officer TRIAD HUNTER, LLC, a Delaware limited liability company By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Vice President EAGLE FORD HUNTER, INC., a Colorado corporation By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Secretary MAGNUM HUNTER PRODUCTION INC., a Kentucky corporation By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Chief Financial Officer NGAS HUNTER, LLC By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Vice President and Treasurer MHR CALLCO CORPORATION, a corporation existing under the laws of the Province of Alberta By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Vice President MHR EXCHANGECO CORPORATION, a corporation existing under the laws of the Province of Alberta By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Vice President WILLISTON HUNTER CANADA, INC., a corporation existing under the laws of the Province of Alberta By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Executive Vice President and Chief Financial Officer WILLISTON HUNTER INC., a Delaware corporation By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Executive Vice President and Chief Financial Officer WILLISTON HUNTER ND, LLC, a Delaware limited liability company By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Vice President and Treasurer XXXXXX XXXXXX, LLC, a Delaware limited liability company By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Executive Vice President MAGNUM HUNTER MARKETING, LLC, a Delaware limited liability company By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Executive Vice President and Treasurer VIKING INTERNATIONAL RESOURCES CO., INC., a Delaware limited liability company By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Executive Vice President and Treasurer ADMINISTRATIVE AGENT AND LENDER: BANK OF MONTREAL By: /s/ Xxxxxx Xxxxxxxx Xxxxxx Xxxxxxxx Director
Guarantors. 2.01 Commitments and Applicable Percentages
Guarantors. (a) Within 10 days after the date on which any of the following conditions first applies to any Subsidiary that is not already a Guarantor, the Borrower shall deliver to the Administrative Agent each of the following in form and substance satisfactory to the Administrative Agent: (i) an Accession Agreement executed by such Subsidiary (or if the Guaranty is not then in existence, a Guaranty executed by such Subsidiary) and (ii) the items that would have been delivered under subsections (iv) through (viii) and (xv) of Section 5.1.(a) and under Section 5.1(e) if such Subsidiary had been required to be a Guarantor on the Agreement Date:
Guarantors. Any time after the Effective Date, Borrower may cause any of its Subsidiaries to guarantee the Obligations of Borrower hereunder by delivering to Administrative Agent an Assumption Agreement to the Guarantee Agreement, in form set forth on Annex 1 to the Guarantee Agreement and executed by such proposed Guarantor. If, at any time following the Effective Date, a Guarantor ceases to be a Restricted Subsidiary (including as a result of a redesignation of such Restricted Subsidiary as an Unrestricted Subsidiary) or ceases to be a Subsidiary, in each case as a result of a transaction not otherwise prohibited hereunder, then such Guarantor’s guarantee of the Obligations shall be automatically released and such Guarantor shall be automatically released from its obligations under the Guarantee Agreement. In addition, if Borrower elects by notice in writing to Administrative Agent to cause such Guarantor to be released from its guarantee of the Obligations, and a Responsible Officer of Borrower certifies in writing that immediately after giving effect to such release, no Default or Event of Default shall have occurred and be continuing, then immediately upon the delivery of such notice and certification to Administrative Agent such Guarantor’s guarantee of the Obligations shall be automatically released and such Guarantor shall be automatically released from its obligations under the Guarantee Agreement. Notwithstanding the foregoing, no Guarantor that is a Significant Subsidiary and that guarantees any Material Debt may be released from the Guarantee Agreement and its Guarantee Obligation thereunder, including as a result of being designated as an Unrestricted Subsidiary, unless such Guarantor is simultaneously released from its guarantee of such Material Debt. Administrative Agent shall execute such documents as Borrower shall reasonably request to evidence the release contemplated by this Section 6.10.
Guarantors. Each Guarantor, for value received, hereby expressly consents and agrees to the Borrower’s execution and delivery of this Amendment, and to the performance by the Borrower of its agreements and obligations hereunder. This Amendment and the performance or consummation of any transaction or matter contemplated under this Amendment, shall not limit, restrict, extinguish or otherwise impair any Guarantor’s liability to the Administrative Agent and Lenders with respect to the payment and other performance obligations of such Guarantor pursuant to the Guarantees. Each Guarantor hereby ratifies, confirms and approves its Guarantee and acknowledges that it is unconditionally liable to the Administrative Agent and Lenders for the full and timely payment of the Guaranteed Obligations (on a joint and several basis with the other Guarantors). Each Guarantor hereby acknowledges that it has no defenses, counterclaims or set-offs with respect to the full and timely payment of any or all Guaranteed Obligations.
Guarantors. The Company shall cause each of its Restricted Subsidiaries (other than the Excluded Subsidiaries, Immaterial Subsidiaries and each member of the Propel Group)) to guarantee pursuant to the Multiparty Guaranty or supplement or counterpart thereto (or, in the case of a Foreign Subsidiary, any other guaranty agreement requested by the Required Holders) the obligations of the Company evidenced by the Notes and under the other Transaction Documents. In furtherance of the above, after the formation or acquisition of any Restricted Subsidiary or the occurrence of a Subsidiary Redesignation, the Company shall promptly (and in any event upon the earlier of (x) such time as such Restricted Subsidiary becomes a guarantor, co-borrower or other obligor under the Credit Agreement and (y) within 45 days after such formation or acquisition or such Subsidiary Redesignation): (i) provide written notice to the holders of Notes upon any Person becoming a Subsidiary, setting forth information in reasonable detail describing all of the assets of such Person; (ii) cause such Person (other than any Excluded Subsidiary, Immaterial Subsidiary and member of the Propel Group) to execute a supplement or counterpart to the Multiparty Guaranty and such other Collateral Documents as are necessary for the Company and its Subsidiaries to comply with Section 9.8; (iii) cause the Applicable Pledge Percentage of the issued and outstanding equity interests of such Person and each other Pledge Subsidiary to be delivered to the Collateral Agent (together with undated stock powers signed in blank, if applicable) and pledged to the Collateral Agent pursuant to an appropriate pledge agreement(s) in substantially the form of the Pledge and Security Agreement (or joinder or other supplement thereto) and otherwise in form reasonably acceptable to the Required Holders; and (iv) deliver such other documentation as the Required Holders may reasonably request in connection with the foregoing, including, without limitation, certified resolutions and other authority documents of such Person and, to the extent requested by the Required Holders, favorable opinions of counsel to such Person (which shall cover, among other things, the legality, validity, binding effect and enforceability of the documentation referred to above), all in form, content and scope reasonably satisfactory to the Required Holders. Notwithstanding the foregoing, no Foreign Subsidiary shall be required to execute and deliver the Multipa...
Guarantors. Each of the undersigned Guarantors consent to the amendments to the Loan Documents contained herein. Although the undersigned Guarantors have been informed of the matters set forth herein and have consented to same, each Guarantor understands that no member of the Lender Group has any obligation to inform it of such matters in the future or to seek its acknowledgement or agreement to future consents, waivers, or amendments related to the Credit Agreement, and nothing herein shall create such a duty.
Guarantors. American Student Assistance California Student Aid Commission Colorado Student Loan Program Connecticut Student Loan Foundation Educational Credit Management Corp of Virginia Florida Bureau of Student Financial Assistance Great Lakes Higher Education Corporation Illinois Student Assistance Commission Iowa College Student Aid Commission Kentucky Higher Education Assistance Authority Louisiana Office of Student Financial Assistance Michigan Guaranty Agency Nebraska Student Loan Program New Jersey Office of Student Assistance New York State Higher Education Services Corporation Northwest Education Loan Association Oklahoma Guaranteed Student Loan Program Pennsylvania Higher Education Assistance Agency Student Loan Guarantee Foundation of Arkansas, Inc. Tennessee Student Assistance Corporation Texas Guaranteed Student Loan Corporation United Student Aid Funds, Inc.
Guarantors. Each of the Guarantors has joined into the execution of this Agreement for the purpose of consenting to the amendment contained herein and reaffirming its guaranty of the Obligations as amended by the terms of this Agreement.
