Guaranty by the Guarantor. (a) The Guarantor hereby absolutely, irrevocably and unconditionally guarantees to the Global Agent for the benefit of the Subordinated DFI Lender and its successors and permitted assigns, as a primary obligation, the due, punctual and complete payment of all Guaranteed Obligations upon the occurrence of any Trigger Event. This Guaranty constitutes a guarantee of payment when due and owing, and not merely of collection. The Guarantor hereby agrees that its obligations hereunder shall be independent, absolute and unconditional, irrespective of the termination (other than in accordance with its terms after final and indefeasible payment in full), validity or enforceability of the Amended and Restated Common Terms Agreement and/or the DEG Loan Agreements, any change therein or amendment thereto, the absence of any action to enforce the same, the recovery of any judgment against the Company or any action to enforce the same, the existence of the Subordination Agreement, the failure of the Company or the Guarantor to comply with any requirement of any law, regulation or order, the dissolution, liquidation, reorganization or other alteration of the legal status or structure of the Company or the Guarantor or any other act, omission, matter, thing or circumstance which may otherwise reduce, release or prejudice any obligation of the Guarantor hereunder or constitute a legal or equitable discharge or defense of a guarantor or a surety, and the Guarantor hereby waives (to the fullest extent permitted by law) all defenses available to the Guarantor against enforcement of the Guaranteed Obligations.
Guaranty by the Guarantor. The Guarantor hereby guarantees the performance (and not merely the collection) of the Purchaser under the terms of this Agreement, including, without limitation, all obligations to make payments to the Shareholders under the Notes or otherwise required under this Agreement, and waives notice of presentment, demand, notice of nonpayment, protest, notice of protest, any other demands and notices required by law (but not any notices required under this Agreement) and any requirement that suit first be brought against the Purchaser in order to enforce any of such obligations. [Signature Page Follows]
Guaranty by the Guarantor. The Guarantor hereby unconditionally guarantees for the benefit of the Credit Parties, all of the following (collectively, the "Guaranteed Obligations"): (a) all Loans and all other Obligations owing at any time by any Obligor (other than the Borrower), and (b) all reimbursement obligations with respect to Letters of Credit issued for the benefit of any Obligor or any Restricted Subsidiary (other than the Borrower) under this Agreement, and in all cases under subparts (a) or (b) 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 Obligor (other than the Borrower) to pay punctually any of the Guaranteed Obligations, the Guarantor 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.
Guaranty by the Guarantor
