Guaranty of Collection. THIS GUARANTY OF COLLECTION (this “Agreement”) is made as of May 14, 2014 by PBF Energy Company LLC, a Delaware limited liability company (the “Parent Guarantor”), to and in favor of (i) Xxxxx Fargo Bank, National Association, as administrative agent (the “Term Loan Agent”) under that certain Term Loan and Security Agreement dated even herewith (as amended, restated, supplemented or otherwise modified from time to time, the “Term Loan Agreement”), between PBF Logistics LP, a Delaware limited partnership (the “Borrower”) and the lenders party thereto from time to time (the “Term Loan Lenders”), and (ii) Xxxxx Fargo Bank, National Association, as administrative agent (the “Revolving Agent”), swingline lender and L/C issuer under that certain Revolving Credit Agreement dated even herewith (as amended, restated, supplemented or otherwise modified from time to time, the “Revolving Credit Agreement”, and together with the Term Loan Agreement, collectively, the “Loan Agreements”) among the Borrower, the Revolving Agent and the lenders party thereto from time to time (the “Revolving Lenders” and together with the Term Loan Lenders, collectively, the “Lenders”)). Capitalized terms used in this Agreement and not otherwise defined herein have the respective meanings assigned thereto in the Revolving Credit Agreement.
Guaranty of Collection. This is a guaranty of collection only, and not a guaranty of payment. Before enforcing this Guaranty, (i) VeriChip first must foreclose upon any collateral securing the Note pursuant to the Security Agreements, (ii) VeriChip must use reasonable efforts to obtain judgment against Borrower, (iii) VeriChip must use reasonable efforts to execute on any judgment obtained against Borrower, and (iv) following execution of any such judgment, a portion of the sums due under the Note constituting liabilities hereunder must remain unpaid; provided, however, if Borrower becomes the debtor in (A) any voluntary or (B) any involuntary bankruptcy case which is not dismissed within 60 days, then VeriChip immediately may enforce this Guaranty against Guarantor.
Guaranty of Collection. REPURCHASE OBLIGATION 29 Section 6.1. Guaranty of Collection; Setoff 29 Section 6.2. Ineligible Receivables 30 Section 6.3. Repurchase Limitations 30 Section 6.4. Retransfer of Sale Assets 30 ARTICLE VII. ADDITIONAL RIGHTS AND OBLIGATIONS IN RESPECT OF THE SALE ASSETS 31 Section 7.1. Rights of the Buyer 31 ARTICLE VIII. ADMINISTRATION AND SERVICING OF CONTRACTS 31 Section 8.1. Designation of the Servicer 31 Section 8.2. Duties of the Servicer 32 Section 8.3. Authorization of the Servicer 33 Section 8.4. Collection of Payments; Accounts 33 Section 8.5. Realization Upon Defaulted Receivables 34 Section 8.6. Servicing Compensation 35 Section 8.7. Payment of Certain Expenses by the Servicer 35 Section 8.8. Reports 35 Section 8.9. Annual Statement as to Compliance 35 Section 8.10. Servicer Resignation; Termination 36 Section 8.11. Appointment of Successor Servicer 36 ARTICLE IX. INDEMNIFICATION 37 Section 9.1. Indemnification by the Seller 37 ARTICLE X. MISCELLANEOUS 38 Section 10.1. Amendments and Waivers 38 Section 10.2. Notices, Etc 38 Section 10.3. Limitation of Liability 39 Section 10.4. Binding Effect; Benefit of Agreement 39 Section 10.5. GOVERNING LAW; CONSENT TO JURISDICTION; WAIVER OF OBJECTION TO VENUE 39 Section 10.6. WAIVER OF JURY TRIAL 39 Section 10.7. Costs, Expenses and Taxes 39 Section 10.8. Recourse Against Certain Parties 40 Section 10.9. Protection of Right, Title and Interest in the Sale Assets; Further Action Evidencing the Purchase 40 Section 10.10. Execution in Counterparts; Severability; Integration 41 Section 10.11. Heading and Exhibits 42 Section 10.12. Confidentiality 42 Section 10.13. Assignment 43 Section 10.14. No Waiver; Cumulative Remedies 43 Section 10.15. Termination 43 Section 10.16. Survival of Certain Provisions 43 ANNEXES ANNEX A Notice Addresses SCHEDULES SCHEDULE I Approved Dealers SCHEDULE II Approved Purchase and Sale Agreements SCHEDULE III Form of Closed-End Consumer Contracts SCHEDULE IV Form of Open-Ended Consumer Contracts SCHEDULE V Credit and Collection Policy SCHEDULE VI Approved Lockbox Bank and Account SCHEDULE VII Form of Voucher EXHIBITS EXHIBIT A Form of Promissory Note (Portfolio A) EXHIBIT B Form of Promissory Note (Portfolio B) EXHIBIT C Form of Sale Assignment EXHIBIT D Form of Servicer’s Certificate APPENDICES APPENDIX A Condition Precedent Documents THIS PURCHASE AND SALE AGREEMENT (such agreement as amended, modified, supplemented or restated from time to time, the “Agreement”) is dated as of Febru...
Guaranty of Collection. Notwithstanding anything to the contrary contained herein, Lender shall have no obligation to assert any claim or demand under this Guaranty regardless of whether Lender has exhausted all of its rights and remedies against Borrower, this being a guaranty of payment and not a guaranty of collection. Guarantor waives any right to require that Lender bring any legal action against Borrower before, simultaneously with, or after enforcing its rights and remedies hereunder against Guarantor.
Guaranty of Collection. (a) Subject to clause (b) below, this Guaranty is a guaranty of collection and not a guaranty of payment or performance, and the Guarantors are obligated hereunder as guarantors only and not as principal obligors. The Beneficiaries shall not be entitled to seek payment against any of the Guarantors until (i) either (A) the Obligor and the Purchaser have agreed that the Obligor has a payment obligation under Section 6.2 of the Purchase Agreement or (B) a court of competent jurisdiction has determined pursuant to a final non-appealable order that a Beneficiary has a Loss with respect to which such Beneficiary is entitled to indemnification pursuant to Section 6.2 of the Purchase Agreement and (ii) the Obligor has failed to make such payment hereunder within 30 days after the occurrence of any of the events described in the preceding clause (i).
Guaranty of Collection. The Guarantor hereby guarantees to the Agent, for the ratable benefit of each Guaranteed Party, the full and prompt collection of the Obligations of the Borrower (the “Guaranteed Obligations”). This Guaranty is a guaranty of collection only, and not a guaranty of payment.
Guaranty of Collection. The Guarantor guarantees to the Lender full and prompt collection of all monies payable by Company to Lender under the Transaction Documents (the “Guaranteed Obligations”). This Guaranty is limited and conditional in that it is a guaranty of collection only and the Guarantor is obligated to make payments hereunder only after the Lender has reduced its claims with respect to the Loan to judgment and execution has been returned unsatisfied, or after the Company has become insolvent, or after it has become otherwise apparent after reasonable due diligence that is useless for the Lender to proceed against the Company. Furthermore, to the extent the Loan is secured by any property of the Company, the Guarantor is not obligated to make payments hereunder unless and until there remains a balance outstanding under the Loan after all such collateral has been liquidated and the net proceeds applied to the Loan. This Guaranty is a continuing guaranty which shall remain in full force and effect until the Loan has been satisfied in full. Guarantor shall not be released from any obligations to Lender under this Guaranty as long as any amount payable by Company to Lender under the Transaction Documents has not been satisfied, settled or paid in full.
Guaranty of Collection. This is a guaranty of collection only, and not a guaranty of payment. Before enforcing this Guaranty, (i) NIR first must foreclose upon any collateral securing the Notes, (ii) NIR must use reasonable efforts to obtain judgment against Borrower and any guarantors of payment (“Payment Guarantors”) of the Liabilities, (iii) NIR must use reasonable efforts to execute on any judgment obtained against Borrower (but not any Payment Guarantors), and (iv) following execution, a portion of the sums due under the Notes must remain unpaid (a “Deficiency Amount”); provided, however, if Borrower becomes the debtor in any voluntary or involuntary bankruptcy case, then NIR immediately may enforce this Guaranty against Guarantor.
Guaranty of Collection. Subject to the prior and senior rights of Meridian Bank, the Guarantor (Don Taylor) hereby irrevocablx xxxxxxxxes collection by the SMS of all Sklar's obligations hereunder. Xx, xfter reasonable collection efforts by SMS following the occurrence of an Event of Default under the this Agreement, Sklar's obligations hereunder xxxxxx due and owing in whole or in part, Guarantor agrees to pay such Sklar's obligations hereunder xx xxx SMS upon demand. Guarantor further agrees to render reasonable assistance to SMS in its collection efforts under the this Agreement. During the course of such collection efforts, Guarantor will not sell, transfer or otherwise dispose of any material asset of Guarantor other than as required pursuant to any document, agreement or instrument by and between Meridian Bank and Guarantor. As set forth in the Subordination Agreement and the Intercreditor Agreement SMS acknowledges its ability to be paid by Sklar and is junior and suborxxxxxe to Meridian Bank.
Guaranty of Collection. This is a guaranty of collection not of payment. The Guarantor shall have no liability hereunder to the Lender until the Lender has exhausted all recourse against the Collateral securing the Obligations
