Common use of GUARANTY; DEFINITIONS Clause in Contracts

GUARANTY; DEFINITIONS. In consideration of any credit or other financial accommodation heretofore, now or hereafter extended or made to EnviroStar, Inc., a Delaware corporation ("Borrower"), by XXXXX FARGO BANK, NATIONAL ASSOCIATION ("Bank"), and for other valuable consideration, the undersigned Xxxxxxx-Atlantic Corp., a Florida corporation ("Guarantor"), jointly and severally unconditionally guarantees and promises to pay to Bank, on demand after the occurrence and during the continuance of an Event of Default (as such term is defined in the Credit Agreement of even date herewith between Borrower and Bank, the “Credit Agreement”) demand in lawful money of the United States of America and in immediately available funds, any and all Indebtedness of any of the Borrower to Bank, all without relief from valuation and appraisement laws as applicable. The term "Indebtedness" is used herein in its most comprehensive sense and includes any and all advances, debts, obligations and liabilities of Borrower, heretofore, now or hereafter made, incurred or created, whether voluntary or involuntary and however arising, whether due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined, including under any swap, derivative, foreign exchange, hedge, deposit, treasury management or other similar transaction or arrangement, and whether the Borrower may be liable individually or jointly with others, or whether recovery upon such Indebtedness may be or hereafter becomes unenforceable. This Guaranty is a guaranty of payment and not collection. Guarantor’s obligations under this Guaranty are secured by that certain Security Agreement dated of even date herewith from Borrower, Guarantor and certain other entities in favor of Bank.

Appears in 1 contract

Samples: EnviroStar, Inc.

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GUARANTY; DEFINITIONS. In consideration of any the credit or other financial accommodation heretofore, now or hereafter described herein and extended or made to EnviroStarSEASTAR MEDICAL, Inc.INC., a Delaware corporation ("Borrower"), by XXXXX FARGO BANK, NATIONAL ASSOCIATION ("Bank")Xxxxxx, and for other valuable consideration, the undersigned Xxxxxxx-Atlantic Corp.undersigned, SEASTAR MEDICAL HOLDING CORPORATION, a Florida Delaware corporation ("Guarantor"), jointly and severally unconditionally guarantees and promises to pay to BankLender, or order, on demand after the occurrence and during the continuance of an Event of Default (as such term is defined in the Credit Agreement of even date herewith between Borrower and Bank, the “Credit Agreement”) demand in lawful money of the United States of America and in immediately available funds, any and all Indebtedness of any of the Borrower to BankLender in connection with that certain Amended and Restated Promissory Note dated as of even date herewith executed by Xxxxxxxx and payable to the order of Lender in the principal sum of $700,000.00 (“Promissory Note”), together with all extensions, renewals and/or modifications of same (which Indebtedness in connection with or relating to the Promissory Note and all such extensions, renewals and/or modifications shall be referred to herein as the “Note Indebtedness”), all without relief from valuation and appraisement laws as applicable. The term "Indebtedness" is used herein in its most comprehensive sense and includes any and all advances, debts, obligations and liabilities of Borrower, heretofore, now or hereafter made, incurred or created, whether voluntary or involuntary and however arising, whether due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined, including under any swap, derivative, foreign exchange, hedge, deposit, treasury management or other similar transaction or arrangement, and whether the Borrower may be liable individually or jointly with others, or whether recovery upon such Indebtedness may be or hereafter becomes unenforceable. This Guaranty is a guaranty of payment and not collection. Guarantor’s obligations under this Guaranty are secured by that certain Security Agreement dated of even date herewith from Borrower, Guarantor and certain other entities in favor of Bank.

Appears in 1 contract

Samples: SeaStar Medical Holding Corp

GUARANTY; DEFINITIONS. In consideration of any credit or other financial accommodation heretofore, now or hereafter extended or made to EnviroStar, Inc., a Delaware corporation ("Borrower"), by XXXXX FARGO BANK, NATIONAL ASSOCIATION ("Bank"), and for other valuable consideration, the undersigned Xxxxxxx-Atlantic Corp.Western State Design, Inc., a Florida Delaware corporation ("Guarantor"), jointly and severally unconditionally guarantees and promises to pay to Bank, on demand after the occurrence and during the continuance of an Event of Default (as such term is defined in the Credit Agreement of even date herewith between Borrower and Bank, the “Credit Agreement”) demand in lawful money of the United States of America and in immediately available funds, any and all Indebtedness of any of the Borrower to Bank, all without relief from valuation and appraisement laws as applicable. The term "Indebtedness" is used herein in its most comprehensive sense and includes any and all advances, debts, obligations and liabilities of Borrower, heretofore, now or hereafter made, incurred or created, whether voluntary or involuntary and however arising, whether due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined, including under any swap, derivative, foreign exchange, hedge, deposit, treasury management or other similar transaction or arrangement, and whether the Borrower may be liable individually or jointly with others, or whether recovery upon such Indebtedness may be or hereafter becomes unenforceable. This Guaranty is a guaranty of payment and not collection. Guarantor’s obligations under this Guaranty are secured by that certain Security Agreement dated of even date herewith from Borrower, Guarantor and certain other entities in favor of Bank.

Appears in 1 contract

Samples: EnviroStar, Inc.

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GUARANTY; DEFINITIONS. In consideration of any credit or other financial accommodation heretofore, now or hereafter extended or made to EnviroStar, Inc., a Delaware corporation ("Borrower"), by XXXXX FARGO BANK, NATIONAL ASSOCIATION ("Bank"), and for other valuable consideration, the undersigned Xxxxxxx-Atlantic Corp.DRYCLEAN USA LICENSE CORP., a Florida corporation ("Guarantor"), jointly and severally unconditionally guarantees and promises to pay to Bank, on demand after the occurrence and during the continuance of an Event of Default (as such term is defined in the Credit Agreement of even date herewith between Borrower and Bank, the “Credit Agreement”) demand in lawful money of the United States of America and in immediately available funds, any and all Indebtedness of any of the Borrower to Bank, all without relief from valuation and appraisement laws as applicable. The term "Indebtedness" is used herein in its most comprehensive sense and includes any and all advances, debts, obligations and liabilities of Borrower, heretofore, now or hereafter made, incurred or created, whether voluntary or involuntary and however arising, whether due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined, including under any swap, derivative, foreign exchange, hedge, deposit, treasury management or other similar transaction or arrangement, and whether the Borrower may be liable individually or jointly with others, or whether recovery upon such Indebtedness may be or hereafter becomes unenforceable. This Guaranty is a guaranty of payment and not collection. Guarantor’s obligations under this Guaranty are secured by that certain Security Agreement dated of even date herewith from Borrower, Guarantor and certain other entities in favor of Bank.

Appears in 1 contract

Samples: EnviroStar, Inc.

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