GUARANTY OF FRANCHISEE OBLIGATIONS Sample Clauses

GUARANTY OF FRANCHISEE OBLIGATIONS. 29.1 Definition of "
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
GUARANTY OF FRANCHISEE OBLIGATIONS. EXHIBITS --------- EXHIBIT 1 - Facility Franchise Agreement EXHIBIT 2 - List of Facilities EXHIBIT 3 - [Intentionally Omitted] EXHIBIT 4 - List of Individual Franchisee Names, Names of Businesses, and Territories EXHIBIT 5 - Guidelines for Determining Territories AMENDED AND RESTATED MASTER FRANCHISE AGREEMENT THIS AMENDED AND RESTATED MASTER FRANCHISE AGREEMENT (this "Agreement"), dated as of June 23, 1998, between INTEGRATED HEALTH SERVICES FRANCHISING CO., INC. ("Franchisor"), a Delaware corporation with its principal office at 00000 Xxx Xxx Xxxxxxxxx, Xxxxxx Xxxxx, Xxxxxxxx 00000, and LYRIC HEALTH CARE LLC ("Lyric"), a Delaware limited liability company, with its principal office at 0000 Xxxxxxx Xxx Xxxxxxxxx, Xxxxx 000, Xxxxxx, Xxxxxxx 00000. INTRODUCTORY STATEMENT
Sample 1
GUARANTY OF FRANCHISEE OBLIGATIONS. 4 3.1. Definition of "Obligations"................................ 4 3.2. Guaranty................................................... 4 3.3. OpCo's Liability Absolute.................................. 5 3.4. Additional Waivers......................................... 5 3.5. Parties Benefitted......................................... 5 3.6. Continuing Effect.......................................... 6 3.7.
Sample 1
GUARANTY OF FRANCHISEE OBLIGATIONS. EXHIBITS -------- EXHIBIT 1 - Franchise Agreement EXHIBIT 2 - List of Facilities EXHIBIT 3 - [omitted] EXHIBIT 4 - List of Individual Franchisee Names, Names of Businesses, and Territories EXHIBIT 5 - Guidelines for Determining Territories MASTER FRANCHISE AGREEMENT MASTER FRANCHISE AGREEMENT, dated as of January 13, 1998, by and between INTEGRATED HEALTH SERVICES FRANCHISING CO., INC. ("Franchisor"), a Delaware corporation with its principal office at 00000 Xxx Xxx Xxxxxxxxx, Xxxxxx Xxxxx, XX 00000, and LYRIC HEALTH CARE LLC, a Delaware limited liability company ("Lyric"), with its principal office at 0000 Xxxxxxx Xxx Xxxxxxxxx, Xxxxx 000, Xxxxxx, Xxxxxxx 00000. INTRODUCTORY STATEMENT Integrated Health Services, Inc. ("IHS") developed valuable "Trade Names" and "Proprietary Materials" (including the "IHS Systems"), all as defined below, relating to businesses which IHS operates and services which IHS provides. These have substantial value and materially enhance and facilitate IHS's business and operations. IHS formed Lyric for the purpose of engaging in the same or similar enterprises and, to launch Lyric's business, contributed to Lyric the shares of five corporations operating health-care facilities under the Trade Names. Lyric and its subsidiaries desire to obtain the benefit of the Proprietary Materials and the Trade Names, and Franchisor, on behalf of IHS, is willing to grant a franchise for such purpose, subject to the terms and conditions set forth below. Neither IHS nor Franchisor has previously franchised to others the use of such Trade Names and Proprietary Materials. An affiliate of Franchisor (the "Manager") has entered into agreements (the "Management Agreements") to manage the health care facilities which the Franchisees (defined below) lease or own. The Manager will be responsible, to the extent specified in the Management Agreements, for assisting the respective Franchisees to comply with their obligations under this Agreement.
Sample 1

Related to GUARANTY OF FRANCHISEE OBLIGATIONS

  • Guaranty of the Obligations Subject to the provisions of Section 7.2, Guarantors jointly and severally hereby irrevocably and unconditionally guaranty to Administrative Agent for the ratable benefit of the Beneficiaries the due and punctual payment in full of all Obligations when the same shall become due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. § 362(a)) (collectively, the “Guaranteed Obligations”).

  • Guaranty Obligations Unless otherwise specified, the amount of any Guaranty Obligation shall be the lesser of the principal amount of the obligations guaranteed and still outstanding and the maximum amount for which the guaranteeing Person may be liable pursuant to the terms of the instrument embodying such Guaranty Obligation.

  • Covenant to Guarantee Obligations The Loan Parties will cause each of their Subsidiaries whether newly formed, after acquired or otherwise existing to promptly (and in any event within thirty (30) days after such Subsidiary is formed or acquired (or such longer period of time as agreed to by the Administrative Agent in its reasonable discretion)) become a Guarantor hereunder by way of execution of a Joinder Agreement; provided, however, no Subsidiary formed with the intent of becoming an Excluded Subsidiary that meets the requirements to be an Excluded Subsidiary shall be required to become a Guarantor. In connection therewith, the Loan Parties shall give notice to the Administrative Agent within thirty (30) days (or such longer period of time as agreed to by the Administrative Agent in its reasonable discretion) after creating a Subsidiary or acquiring the Equity Interests of any other Person. In connection with the foregoing, the Loan Parties shall deliver to the Administrative Agent, with respect to each new Guarantor to the extent applicable, substantially the same documentation required pursuant to Sections 4.01 and 6.14 and such other documents or agreements as the Administrative Agent may reasonably request. Notwithstanding anything to the contrary in this Section 6.13, with respect to the Acquisition of CEE, the Loan Parties shall cause LH Merger Sub 2 to (x) complete all planned mergers and name changes with respect to CEE no later than fourteen (14) days after the Closing Date, (y) enter into a Joinder Agreement and deliver all other documentation required by this Section 6.13 no later than twenty (20) days after the Closing Date and (z) deliver membership certificates evidencing the Pledged Equity of CEE, Qualifying Control Agreements with respect to all deposit accounts and securities accounts of CEE and an opinion of counsel for the Loan Parties related thereto pursuant to, and in accordance with, Sections 6.14(a)(ii) and (d)(ii). [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission.

  • Licensee Obligations Licensee shall monitor and censor all Content on the websites associated with the Licensed Domain Names, including without limitation Content posted by end users. Licensor shall also have the right to monitor and censor Content of the websites associated with Licensed Domain Names. Licensee shall remove any offending Content, including, but not limited to, any illegal materials, pornographic, obscene or sexually explicit materials, materials of a violent nature, or politically sensitive materials, from such websites as soon as possible after it becomes aware of such offending Content but in no event later than the timeframe prescribed by the Governmental Authority after receipt of oral or written notice from Licensor or such Governmental Authority. Licensee’s failure to comply with this Section 3.3(a) shall be deemed a material breach of this Agreement. Without limiting the foregoing obligations, Licensee acknowledges that Licensor shall have the right to remove such offending Content from the websites associated with Licensed Domain Names.

  • Guarantee Obligations Guarantee any obligations of any Person;

  • Limitation on Guarantee Obligations Create, incur, assume or suffer to exist any Guarantee Obligation except:

  • Guaranty of Obligations Guarantor hereby absolutely, irrevocably and unconditionally guarantees to Lender the full and timely payment and performance of all of the Guaranteed Obligations as and when the same shall be due and payable, whether by lapse of time, by acceleration of maturity or otherwise. Guarantor hereby absolutely, irrevocably and unconditionally covenants and agrees that it is liable for the Guaranteed Obligations as primary obligor.

  • Litigation and Guarantee Obligations Except as set forth on Schedule 3 hereto or as set forth in written notice to the Administrative Agent from time to time, there is no litigation, arbitration, governmental investigation, proceeding or inquiry pending or, to the knowledge of any of their officers, threatened against or affecting the Borrower or any of its Subsidiaries which could reasonably be expected to have a Material Adverse Effect. The Borrower has no material contingent obligations not provided for or disclosed in the financial statements referred to in Section 6.1 or as set forth in written notices to the Administrative Agent given from time to time after the Agreement Execution Date on or about the date such material contingent obligations are incurred.

  • Indebtedness and Guaranty Obligations Create, incur or assume any Indebtedness or Guaranty Obligation except:

  • Release of Collateral and Guarantee Obligations (a) Notwithstanding anything to the contrary contained herein or in any other Loan Document, upon request of the Borrower in connection with any Disposition of Property permitted by the Loan Documents, the Administrative Agent shall (without notice to, or vote or consent of, any Lender, or any affiliate of any Lender that is a party to any Specified Hedge Agreement) take such actions as shall be required to release its security interest in any Collateral being Disposed of in such Disposition, and to release any guarantee obligations under any Loan Document of any Person being Disposed of in such Disposition, to the extent necessary to permit consummation of such Disposition in accordance with the Loan Documents.

Time is Money Join Law Insider Premium to draft better contracts faster.