Common use of Guaranty by the Company Clause in Contracts

Guaranty by the Company. The Company hereby unconditionally guarantees, for the benefit of the Credit Parties, all of the following (collectively, the “Company Guaranteed Obligations”): (a) all Loans and all other Obligations owing at any time by CooperVision International, (b) all reimbursement obligations with respect to Letters of Credit issued for the benefit of any Loan Party or any Subsidiary (other than the Company) under this Agreement, and (c) all amounts, indemnities and reimbursement obligations, direct or indirect, contingent or absolute, of every type or description, and at any time existing owing by CooperVision International or any Subsidiary of the Company under any Designated Hedge Agreement or any other document or agreement executed and delivered in connection therewith to any Designated Hedge Creditor, in each case, other than any Excluded Swap Obligations, and in all cases under subparts (a), (b) or (c) above, whether now existing, or hereafter incurred or arising, including any such interest or other amounts incurred or arising during the pendency of any bankruptcy, insolvency, reorganization, receivership or similar proceeding, regardless of whether allowed or allowable in such proceeding or subject to an automatic stay under Section 362(a) of the Bankruptcy Code). Upon failure by any Loan Party to pay punctually any of the Company Guaranteed Obligations, the Company shall forthwith on demand by the Administrative Agent pay the amount not so paid at the place and in the currency and otherwise in the manner specified in this Agreement or any other applicable agreement or instrument.

Appears in 2 contracts

Samples: Credit and Term Loan Agreement, Revolving Credit and Term Loan Agreement (Cooper Companies Inc)

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Guaranty by the Company. The Company hereby irrevocably and unconditionally guarantees, for the benefit of the Credit PartiesBenefited Creditors, all of the following (collectively, the “Company Guaranteed Obligations”): (a) all the principal of and interest on the Notes issued by, and the Loans made to, and all the other Obligations owing at any time by CooperVision Internationalof, the Foreign Borrowers under this Agreement, and (b) all reimbursement obligations and Unpaid Drawings with respect to Letters of Credit issued for the benefit of any Loan Party or any Subsidiary Borrower (other than the Company) under this Agreement, and (c) all amounts, indemnities and reimbursement obligations, direct or indirect, contingent or absolute, of every type or description, and at any time existing owing by CooperVision International or any Subsidiary of the Company under any Designated Hedge Agreement or any other document or agreement executed and delivered in connection therewith to any Designated Hedge Creditor, in each case, other than any Excluded Swap Obligations, and in all cases under subparts (a), (b) or (cb) above, whether now existing, or hereafter incurred or arising, including any such interest or other amounts incurred or arising during the pendency of any bankruptcy, insolvency, reorganization, receivership or similar proceeding, regardless of whether allowed or allowable in such proceeding or subject to an automatic stay under Section 362(a) of the Bankruptcy Code). Upon failure by any Loan Party Borrower to pay punctually any of the Company Guaranteed Obligations, the Company shall forthwith on demand by the Administrative Agent pay the amount not so paid at the place and in the currency and otherwise in the manner specified in this Agreement or any other applicable agreement or instrument. For the avoidance of doubt, this is a guaranty of payment and not just of collection.

Appears in 2 contracts

Samples: Credit Agreement (RPM International Inc/De/), Credit Agreement (RPM International Inc/De/)

Guaranty by the Company. The Company hereby unconditionally guarantees, for the benefit of the Credit PartiesBenefited Creditors, all of the following (collectively, the “Company Guaranteed Obligations”): (a) all Loans and all other Obligations owing at any time by CooperVision Internationalthe Foreign Borrower, (b) all reimbursement obligations and Unpaid Drawings with respect to Letters of Credit issued for the benefit of any Loan Party or any Subsidiary LC Obligor (other than the Company) under this Agreement, and (c) all amounts, indemnities and reimbursement obligations, direct or indirect, contingent or absolute, of every type or description, and at any time existing owing by CooperVision International the Foreign Borrower or any Subsidiary of the Company under any Designated Hedge Agreement or any other document or agreement executed and delivered in connection therewith to any Designated Hedge Creditor, in each case, other than any Excluded Swap Obligations, and in all cases under subparts (a), (b) or (c) above, whether now existing, or hereafter incurred or arising, including any such interest or other amounts incurred or arising during the pendency of any bankruptcy, insolvency, reorganization, receivership or similar proceeding, regardless of whether allowed or allowable in such proceeding or subject to an automatic stay under Section 362(a) of the Bankruptcy Code). Upon failure by any Loan Credit Party to pay punctually any of the Company Guaranteed Obligations, the Company shall forthwith on demand by the Administrative Agent pay the amount not so paid at the place and in the currency and otherwise in the manner specified in this Agreement or any other applicable agreement or instrument.

Appears in 1 contract

Samples: Credit Agreement (Cooper Companies Inc)

Guaranty by the Company. The Company hereby irrevocably and unconditionally guarantees, for the benefit of the Credit PartiesBenefited Creditors, all of the following (collectively, the “Company Guaranteed Obligations”): (a) all (i) the principal of and interest on the Notes issued by, and the Loans made to, and all the other Obligations owing at any time by CooperVision Internationalof, the Foreign Subsidiary Borrowers under this Agreement, and (bii) all reimbursement obligations and Unpaid Drawings with respect to Letters of Credit issued for the benefit of any Loan Party or any Subsidiary LC Obligor (other than the Company) under this Agreement, and (cb) all amounts, indemnities and reimbursement obligations, direct or indirect, contingent or absolute, of every type or description, and at any time existing existing, owing by CooperVision International or any Subsidiary of the Company under any Designated Hedge Agreement or any other document or agreement executed and delivered in connection therewith to any Designated Hedge Creditor, in each case, other than any Excluded Swap Obligations, and in all cases under subparts (a), (b) or (cb) above, whether now existing, or hereafter incurred or arising, including any such interest or other amounts incurred or arising during the pendency of any bankruptcy, insolvency, reorganization, receivership or similar proceeding, regardless of whether allowed or allowable in such proceeding or subject to an automatic stay under Section 362(a) of the Bankruptcy Code). Upon failure by any Loan Credit Party to pay punctually any of the Company Guaranteed Obligations, the Company shall forthwith on demand by the Administrative Global Agent pay the amount not so paid at the place and in the currency and otherwise in the manner specified in this Agreement or any other applicable agreement or instrument. This guaranty is a guaranty of payment and not of collection.

Appears in 1 contract

Samples: Credit Agreement (American Greetings Corp)

Guaranty by the Company. The Company hereby irrevocably and unconditionally guarantees, for the benefit of the Credit PartiesBenefited Creditors, all of the following (collectively, the “Company Guaranteed Obligations”): (a) all Loans and all other Obligations owing at any time by CooperVision InternationalDutch Obligations, (b) all reimbursement obligations and Unpaid Drawings with respect to Letters of Credit issued for the benefit of any Loan Party or any Subsidiary LC Obligor (other than the Company) under this Agreement, and (c) all amounts, indemnities and reimbursement obligations, direct or indirect, contingent or absolute, of every type or description, and at any time existing owing by CooperVision International or any Subsidiary of the Company under any Designated Hedge Agreement or any other document or agreement executed and delivered in connection therewith to any Designated Hedge Creditor, in each case, other than any Excluded Swap Obligations, and in all cases under subparts (a), (b) or (c) above, whether now existing, or hereafter incurred or arising, including any such interest or other amounts incurred or arising during the pendency of any bankruptcy, insolvency, reorganization, receivership or similar proceeding, regardless of whether allowed or allowable in such proceeding or subject to an automatic stay under Section 362(a) of the Bankruptcy Code). Such guaranty is an absolute, unconditional, present and continuing guaranty of payment and not of collectability and is in no way conditioned or contingent upon any attempt to collect from any Subsidiary or Affiliate of the Company, or any other action, occurrence or circumstance whatsoever. Upon failure by any Loan Credit Party to pay punctually any of the Company Guaranteed Obligations, the Company shall forthwith on demand by the Administrative Agent pay the amount not so paid at the place and in the currency and otherwise in the manner specified in this Agreement or any other applicable agreement or instrument.

Appears in 1 contract

Samples: Credit Agreement (Nn Inc)

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Guaranty by the Company. The Company hereby irrevocably and unconditionally guarantees, for the benefit of the Credit PartiesBenefited Creditors, all of the following (collectively, the “Company Guaranteed Obligations”): (a) all (i) the principal of and interest on the Notes issued by, and the Loans made to, and all the other Obligations owing at any time by CooperVision Internationalof, the Foreign Subsidiary Borrowers under this Agreement, and (bii) all reimbursement obligations and Unpaid Drawings with respect to Letters of Credit issued for the benefit of any Loan Party or any Subsidiary LC Obligor (other than the Company) under this Agreement, and (cb) all amounts, indemnities and reimbursement obligations, direct or indirect, contingent or absolute, of every type or description, and at any time existing existing, owing by CooperVision International or any Subsidiary of the Company under any Designated Hedge Agreement or any other document or agreement executed and delivered in connection therewith to any Designated Hedge Creditor, in each case, other than any Excluded Swap Obligations, and in all cases under subparts (a), (b) or (cb) above, whether now existing, or hereafter incurred or arising, including any such interest or other amounts incurred or arising during the pendency of any bankruptcy, insolvency, reorganization, receivership or similar proceeding, regardless of whether allowed or allowable in such proceeding or subject to an automatic stay under Section 362(a) of the Bankruptcy Code). Upon failure by any Loan Credit Party to pay punctually any of the Company Guaranteed Guarantee Obligations, the Company shall forthwith on demand by the Administrative Global Agent pay the amount not so paid at the place and in the currency and otherwise in the manner specified in this Agreement or any other applicable agreement or instrument. This guaranty is a guaranty of payment and not of collection.

Appears in 1 contract

Samples: Credit Agreement (American Greetings Corp)

Guaranty by the Company. The Company hereby irrevocably and unconditionally guarantees, for the benefit of the Credit PartiesBenefited Creditors, all of the following (collectively, the “Company Guaranteed Obligations”): (a) all the principal of and interest on the Notes issued by, and the Loans made to, and all the other Obligations owing at any time by CooperVision Internationalof, the Foreign Borrowers under this Agreement, and (b) all reimbursement obligations and Unpaid Drawings with respect to Letters of Credit issued for the benefit of any Loan Party or any Subsidiary LC Obligor (other than the Company) under this Agreement, and (c) all amounts, indemnities and reimbursement obligations, direct or indirect, contingent or absolute, of every type or description, and at any time existing owing by CooperVision International or any Subsidiary of the Company under any Designated Hedge Agreement or any other document or agreement executed and delivered in connection therewith to any Designated Hedge Creditor, in each case, other than any Excluded Swap Obligations, and in all cases under subparts (a), (b) or (cb) above, whether now existing, or hereafter incurred or arising, including any such interest or other amounts incurred or arising during the pendency of any bankruptcy, insolvency, reorganization, receivership or similar proceeding, regardless of whether allowed or allowable in such proceeding or subject to an automatic stay under Section 362(a) of the Bankruptcy Code). Upon failure by any Loan Party Borrower to pay punctually any of the Company Guaranteed Obligations, the Company shall forthwith on demand by the Administrative Agent pay the amount not so paid at the place and in the currency and otherwise in the manner specified in this Agreement or any other applicable agreement or instrument.

Appears in 1 contract

Samples: Credit Agreement (RPM International Inc/De/)

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