Common use of Guaranty Absolute Clause in Contracts

Guaranty Absolute. The Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the Notes, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the Notes, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or whether any Borrower is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the Notesother Loan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any other Lender Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and or the Notesother Loan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order Law now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. The Obligations of each Guarantor under or in respect of this Agreement are independent of the Guaranteed Obligations or any other Obligations of any other Loan Party under or in respect of the Loan Documents, and a separate action or actions may be brought and prosecuted against each Guarantor to enforce this Agreement, irrespective of whether any action is brought against the Borrower or any other Loan Party or whether the Borrower or any other Loan Party is joined in any such action or actions. This Guaranty Agreement is an absolute and unconditional guaranty of payment when due, and not of collection, by the each Guarantor jointly and severally with any other Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the Notes, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or whether any Borrower is joined in any such action or actions. The liability of the each Guarantor under this Guaranty Agreement shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The To the maximum extent permitted by applicable law, the Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesSecured Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations Obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesSecured Documents, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives waives, to the maximum extent permitted by applicable law, any defenses (other than a defense of payment in full in cash of the Guaranteed Obligations) it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The (a) Subject to the provisions hereof, the Guarantor absolutely guarantees that the Guaranteed Obligations will be paid and performed strictly in accordance with the terms of this Agreement and the NotesPPA, regardless of any law, law or regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender WEPCO with respect thereto. This Guaranty is an absolute and unconditional guaranty constitutes a guarantee of payment when due, and performance and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty hereunder are independent of several from the Guaranteed Obligations Seller or any other person, and are primary obligations concerning which the Guarantor is the principal obligor. The liability of Guarantor under this Guaranty shall be direct and immediate and not conditional or contingent upon the pursuit of any other Loan Party under or in respect of this Agreement and the Notes, and a separate action or actions may be brought and prosecuted remedies against the Guarantor Seller or any other person, nor against securities or liens available to enforce this GuarantyWEPCO, irrespective of whether any action is brought against any Borrower its successors or whether any Borrower is joined in any such action or actionspermitted assigns. The Subject to the provisions hereof, the liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the followingof:

Guaranty Absolute. The To the fullest extent permitted pursuant to applicable Law, each Guarantor guarantees that the Guaranteed Foreign Obligations or Guaranteed US Obligations, as applicable, guaranteed by it will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this the Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this the Guaranty, irrespective of whether any action is brought against any either Borrower or any other Loan Party or whether either Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this the Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Initial Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any lawApplicable Law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Initial Guarantor under or in respect of this Initial Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party Obligor under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Initial Guarantor to enforce this Initial Guaranty, irrespective of whether any action is brought against any Borrower or any other Obligor or whether any Borrower or any other Obligor is joined in any such action or actions. The liability of the each Initial Guarantor under this Initial Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Initial Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The To the fullest extent permitted pursuant to applicable Law, each Guarantor guarantees that the Guaranteed Obligations guaranteed by it will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Secured Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this the Guaranty are independent of the Guaranteed Obligations or any other obligations Secured Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this the Guaranty, irrespective of whether any action is brought against any the Parent Borrower or any other Loan Party or whether the Parent Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this the Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesCredit Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligationsthereto but subject to Section 2(c) above. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the NotesObligations, and a separate action or actions may be brought and prosecuted against the a Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, any Borrower other Guarantor or any other Person or whether the Borrower, any Borrower other Guarantor or any other Person is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives waives, to the extent not prohibited by applicable law, any defenses it may now have or hereafter acquire have (other than a defense of payment or performance) in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party or Guarantor under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or Guarantor or whether the Borrower or any Borrower other Loan Party or Guarantor is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The To the fullest extent permitted pursuant to applicable Law, each Guarantor guarantees that the Guaranteed European Obligations or Guaranteed US Obligations, as applicable, guaranteed by it will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this the Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this the Guaranty, irrespective of whether any action is brought against any either Borrower or any other Loan Party or whether either Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this the Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent Administrative Agent, the Issuing Lender, any Lender or any Lender Swap Counterparty with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligationsthereto but subject to Section 2(b) above. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Person under the Loan Party under Documents or in respect of this Agreement and the Notesconnection with any Hedge Contract, and a separate action or actions may be brought and prosecuted against the any Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, any Borrower other Guarantor or any other Person or whether the Borrower, any Borrower other Guarantor or any other Person is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order Law now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Credit Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty Agreement are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this GuarantyAgreement, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. This Agreement is a present and continuing, absolute and unconditional guarantee of payment when due, and not of collection, by Guarantor. The liability of the Guarantor under this Guaranty Agreement shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender the Lenders with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other party under the Loan Party under or in respect of this Agreement and the NotesDocuments, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. This Guaranty is a guaranty of payment and performance and not of collection. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Guaranty Obligations will be paid and performed strictly in accordance with the terms of this Agreement the Credit Agreement, the Notes and the Notesother Loan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent Administrative Agent, the Lenders or any Lender other Persons holding any of the Guaranty Obligations with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the NotesGuaranty Obligations, and a separate action or actions may be brought and prosecuted against the any Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, any other Guarantor or any other guarantor of the Guaranty Obligations, or whether the Borrower or whether any Borrower other Guarantor is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor jointly and severally guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesSenior Subordinated Note Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender holders with respect thereto. This Guaranty is an absolute and unconditional Each Guarantor agrees that this Exhibit constitutes a guaranty of payment when due, due and not of collection, collection and waives any right to require that any resort be made by the Guarantor of the Guaranteed Obligationsany holder to any Collateral. The obligations of the each Guarantor under or in respect of this Guaranty Exhibit are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the NotesObligations, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guarantysuch obligations, irrespective of whether any action is brought against the Maker or any Borrower Guarantor or whether the Maker or any Borrower Guarantor is joined in any such action or actions. The liability of the each Guarantor under this Guaranty Exhibit shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesCredit Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Beneficiary with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligationsthereto but subject to Section 2(b) above. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party Person under the Credit Documents or in respect of this Agreement and the Notesconnection with any Interest Rate Contract, and a separate action or actions may be brought and prosecuted against the any Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, any Borrower other Guarantor or any other Person or whether the Borrower, any Borrower other Guarantor or any other Person is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees that the its Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesGuaranteed Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Beneficiary with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations Obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party the Obligor under or in respect of this Agreement and the NotesGuaranteed Documents, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower the Obligor or whether any Borrower the Obligor is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective ofunconditional, and the Guarantor hereby irrevocably waives any defenses (other than payment in full of the Guaranteed Obligations) it may now have or hereafter acquire in any way relating to, to any or all of the following:

Guaranty Absolute. The To the extent permitted by law, each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any Lender other Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty To the extent permitted by law, the Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The To the extent permitted by law, the liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:: Alliance Resource

Guaranty Absolute. The To the extent permitted by law, each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty To the extent permitted by law, the Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The To the extent permitted by law, the liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order Law now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Guaranteed Party with respect thereto. The Obligations of each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other Obligations of any other Loan Party under or in respect of the Loan Documents, and a separate action or actions may be brought and prosecuted against such Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any applicable Loan Party or whether such Loan Party is joined in any such action or actions. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the each Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the Notes, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or whether any Borrower is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any setoffs, counterclaims or defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesCredit Agreement, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender the Lenders with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party party under or in respect of this Agreement and the NotesCredit Agreement, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or any other party or whether Borrower or any Borrower other party is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the Notes, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Bank with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party Borrower under or in respect of this Agreement and the Notes, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or whether any Borrower is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees that the ----------------- Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender other Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations Obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower, the Canadian Borrower or any other Loan Party or whether the Borrower, the Canadian Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesCredit Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent Administrative Agent, any Issuing Bank, any Bank or any Lender Swap Counterparty with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligationsthereto but subject to Section 2(b) above. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party Person under the Credit Documents or in respect of this Agreement and the Notesconnection with any Interest Rate Contract, and a separate action or actions may be brought and prosecuted against the any Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, any Borrower other Guarantor or any other Person or whether the Borrower, any Borrower other Guarantor or any other Person is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The This is a guarantee of payment and not collection. Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this the Loan Agreement and the Notesother Loan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the NotesObligations, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Guarantor or whether the Borrower or any Borrower other Guarantor is joined in any such action or actions. Lender can require that Guarantor pay Lender the amounts owing under this Guaranty immediately, and Lender is not required to collect first from the Borrower. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations (but, in the case of each Guarantor other than the Parent Company, excluding the Obligations of the Parent Company) will be paid strictly in accordance with the terms of this Agreement and the NotesAgreement, regardless of any law, regulation or order Legal Requirement now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Term Lender with respect thereto. This Guaranty The guaranty provided for in Section 8.1 is an absolute and unconditional a guaranty of payment when duepayment, and not of collectioncollection and each Guarantor's obligations hereunder are primary, by the Guarantor of the Guaranteed Obligationsnot secondary. The obligations of the each Guarantor under or in respect of this Guaranty Section 8.1 are independent of the Guaranteed Obligations or Obligations, joint and several with any other Guarantor in each and every particular (except that the obligations of any each Guarantor other Loan Party than the Parent Company under or in respect Section 8.1 do not extend to the Obligations of this Agreement and the NotesParent Company), and a separate action or actions may be brought and prosecuted against the any Guarantor to enforce this Guarantysuch obligations, irrespective of whether any action is brought against any the Borrower or any other Person or whether the Borrower or any Borrower other Person is joined in any such action or actions. The liability of the Guarantor Guarantors under this Guaranty Section 8.1 shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order Law now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. The Obligations of each Guarantor under or in respect of this Agreement are independent of the Guaranteed Obligations or any other Obligations of any other Loan Party under or in respect of the Loan Documents, and a separate action or actions may be brought and prosecuted against each Guarantor to enforce this Agreement, irrespective of whether any action is brought against the Company or any other Loan Party or whether the Company or any other Loan Party is joined in any such action or actions. This Guaranty Agreement is an absolute and unconditional guaranty of payment when due, and not of collection, by the each Guarantor jointly and severally with any other Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the Notes, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or whether any Borrower is joined in any such action or actions. The liability of the each Guarantor under this Guaranty Agreement shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives (to the extent permitted by Subsidiary Guaranty applicable Laws) any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The This Guaranty is a continuing, absolute, unconditional and irrevocable guaranty of payment and shall remain in full force and effect until all the Guaranteed Obligations have been indefeasibly paid in full in cash and all commitments under the Credit Agreement shall have permanently terminated. Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesGuaranty under which they arise, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this the Credit Agreement and the Notes, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or Guarantor or whether any Borrower or Guarantor is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement the Loan Documents and the NotesSwap Contracts with Lender Counterparties, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Guaranteed Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party arising under the Loan Documents or in otherwise with respect to any Loan or Letter of this Agreement and the NotesCredit or any Swap Contract with a Lender Counterparty, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement the Loan Documents, any Secured Hedge Agreements and the NotesSecured Cash Management Agreements, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this the Loan Documents, any Secured Hedge Agreement and the Notesor any Secured Cash Management Agreement, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and each Guarantor hereby, to the Guarantor hereby fullest extent permitted under applicable law, irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesFinancing Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of the Pledgor or any other Loan Party under or in respect of this Agreement and the NotesFinancing Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, the Pledgor or any Borrower other Loan Party or whether the Borrower, the Pledgor or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor Each Guarantor, jointly and severally, unconditionally and irrevocably, guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender other Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Guarantor or any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, any Borrower other Guarantor or any other Loan Party or whether the Borrower, any Borrower other Guarantor, or any other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The To the fullest extent permitted by law, the Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the Notes, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed ObligationsSecured Documents. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesSecured Documents, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or any other Loan Party or whether any Borrower or any other Loan Party is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses (other than defense by the Guarantor of Discharge of Obligations) it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent, the Collateral Agent or any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party Obligor under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, any Borrower other Guarantor or any of their respective Subsidiaries or whether the Borrower, any Borrower other Guarantor or any of their respective Subsidiaries is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any lawForeign Guaranty Law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the BV Borrower (in its capacity as Borrower under the Credit Agreement) or any other Loan Party or whether the BV Borrower or whether any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor Each of the Guarantors guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any Lender Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor each of the Guaranteed Obligations. The obligations of the Guarantor Guarantors under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against any of the Guarantor Guarantors to enforce this Guaranty, irrespective of whether any action is brought against any Non-US Borrower or any other Loan Party or whether any Non-US Borrower or any other Loan Party is joined in any such action or actions. The liability of each of the Guarantor Guarantors under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and each of the Guarantor Guarantors hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesFinance Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Guarantor further agrees that its guarantee hereunder constitutes a guarantee of payment when due, due and not of collection, by that the Guarantor Obligations of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party Obligor under or in respect of this Agreement and the NotesFinance Documents, and that a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Company or any Borrower other Obligor or whether the Company or any Borrower other Obligor is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives to the fullest extent permitted by applicable law any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The To the extent permitted by law, each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any Lender other Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty To the extent permitted by law, the Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The To the extent permitted by law, the liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order Law now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Guaranteed Party with respect thereto. The Obligations of each Guarantor under or in respect of this Form of Guaranty Guaranty are independent of the Guaranteed Obligations or any other Obligations of any other Loan Party under or in respect of the Loan Documents, and a separate action or actions may be brought and prosecuted against such Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any applicable Loan Party or whether such Loan Party is joined in any such action or actions. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the each Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the Notes, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or whether any Borrower is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any setoffs, counterclaims or defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order Law now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. The Obligations of the Guarantor under or in respect of this Agreement are independent of the Guaranteed Obligations or any other Obligations of any other Loan Party under or in respect of the Loan Documents, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Agreement, irrespective of whether any action is brought against any Designated Borrower or any other Loan Party or whether any Designated Borrower or any other Loan Party is joined in any such action or actions. This Guaranty Agreement is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the Notes, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or whether any Borrower is joined in any such action or actions. The liability of the Guarantor under this Guaranty Agreement shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives (to the extent permitted by applicable Laws) any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents (including Article X), regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The To the fullest extent permitted by applicable law, the liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives to the fullest extent permitted by applicable law any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Subsidiary Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the Notesother Loan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any Lender other Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Subsidiary Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and or the Notesother the Loan Documents, and a separate action or actions may be brought and prosecuted against the each Subsidiary Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Subsidiary Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Subsidiary Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Second Lien Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Second Lien Guaranty, irrespective of whether any action is brought against any the Borrower or any LSP Gen Finance Second Lien Credit Agreement other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this Second Lien Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The To the extent permitted by law, each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any Lender other Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty To the extent permitted by law, the Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The To the extent permitted by law, the liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:: Alliance Resource Subsidiary Guaranty

Guaranty Absolute. The Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesFinance Documents, regardless of any lawLaw, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This The guaranty by the Guarantor under this Guaranty is an absolute and unconditional a guaranty of payment when duepayment, and not of collection, by and a debt of the Guarantor of the Guaranteed Obligationsfor its own account. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party the Borrowers under or in respect of this Agreement and the NotesFinance Documents, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any Borrower or whether any Borrower is joined in any such action or actions. The liability obligations of the Guarantor under this Guaranty and the rights of the Collateral Agent hereunder shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees guarantees, to the fullest extent permitted under applicable law, that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any other Lender Party with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations Obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The Each Subsidiary Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the Notesother Loan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any other Lender Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Subsidiary Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and or the Notesother the Loan Documents, and a separate action or actions may be brought and prosecuted against the each Subsidiary Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Subsidiary Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Subsidiary Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the Notes, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the Notes, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or whether any the Borrower is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Subsidiary Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty The Obligations of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Subsidiary Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the each Subsidiary Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Subsidiary Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Subsidiary Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the followingfollowing to the fullest extent permitted by law:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement the Loan Documents and any Hedge Contracts with Swap Counterparties (collectively, the Notes“Guaranteed Documents”), regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender Beneficiary with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligationsthereto but subject to Section 2(b) above. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Loan Party Person under or in respect of this Agreement and the NotesGuaranteed Documents, and a separate action or actions may be brought and prosecuted against the any Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, any Borrower Guarantor or any other Person or whether the Borrower, any Borrower Guarantor or any other Person is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably and unconditionally waives any defenses it may now have or hereafter acquire have in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the Notes, Loan Documents regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or Administrative Agent, and any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations of any other Person under the Loan Party under or in respect of this Agreement and the NotesDocuments, and a separate action or actions may be brought and prosecuted against the Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Borrower, any Borrower other Guarantor or any other Person or whether the Borrower, any Borrower other Guarantor or any other Person is joined in any such action or actions. The liability of the Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all and Exhibit C - Form of the following:Guaranty

Guaranty Absolute. The Each Guarantor guarantees guaranties that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesIndenture Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Trustee, the Collateral Agent or any Lender Holder with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the Guaranteed Obligations. The obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party Indenture Obligor 126 under or in respect of this Agreement and the NotesIndenture Documents, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against the Company, any Borrower other Guarantor or any of their respective Subsidiaries or whether the Company, any Borrower other Guarantor or any of their respective Subsidiaries is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Guarantor guarantees Guarantors guarantee that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesLoan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent or any Lender with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor The Obligations of the Guaranteed Obligations. The obligations of the Guarantor Guarantors under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement and the NotesLoan Documents, and a separate action or actions may be brought and prosecuted against the Guarantor Guarantors to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the Guarantor Guarantors under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor Guarantors hereby irrevocably waives waive, to the extent permitted by applicable law, any defenses it the Guarantors may now have or hereafter acquire (other than the defense of payment in full of the Guaranteed Obligations) in any way relating to, any or all of the following:

Guaranty Absolute. The This Indenture Guarantee is irrevocable, absolute, present and unconditional. Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement and the NotesIndenture, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Agent Trustee or any Lender the Holders with respect thereto. This Guaranty is an absolute Each Guarantor further agrees that its Indenture Guarantee herein constitutes a guarantee of payment, performance and unconditional guaranty of payment when due, compliance (and not a guarantee of collection, by the Guarantor of the Guaranteed Obligations). The obligations of the each Guarantor under or in respect of this Guaranty its Indenture Guarantee herein are independent of the Guaranteed Obligations or any other obligations of any other Loan Party under or in respect of this Agreement and the NotesObligations, and a separate action or actions may be brought and prosecuted against the any Guarantor to enforce this Guarantyits Indenture Guarantee, irrespective of whether any action is brought against the Company or any Borrower other guarantor or whether the Company or any Borrower other guarantor is joined in any such action or actions. The liability of the each Guarantor under this Guaranty its Indenture Guarantee herein shall be irrevocable, absolute and unconditional irrespective of, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:

Guaranty Absolute. The Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of this Agreement the Loan Documents and the NotesSecured Hedge Agreements, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such the terms of the Guaranteed Obligations or the rights of the Agent or any Lender Secured Party with respect thereto. This Guaranty is an absolute and unconditional guaranty of payment when due, and not of collection, by the Guarantor of the to such Guaranteed Obligations. The obligations Obligations of the each Guarantor under or in respect of this Guaranty are independent of the Guaranteed Obligations or any other obligations Obligations of any other Loan Party under or in respect of this Agreement the Loan Documents and the NotesSecured Hedge Agreements, and a separate action or actions may be brought and prosecuted against the each Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any the Borrower or any other Loan Party or whether the Borrower or any Borrower other Loan Party is joined in any such action or actions. The liability of the each Guarantor under this Guaranty shall be irrevocable, absolute and unconditional irrespective of, and the each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following: