Guaranty of Loan Obligations. Each Guarantor, jointly and severally, irrevocably and unconditionally, guarantees to Lender the prompt payment when due, whether at stated maturity, by acceleration or otherwise, of all obligations and liabilities of Borrower for which Borrower is, or shall become, personally liable pursuant to the Loan Agreement and other Loan Documents, as and to the extent provided in Article 12 of the Loan Agreement (“Guaranteed Obligations”).
Guaranty of Loan Obligations. Guarantor irrevocably and unconditionally guarantees to Buyer the prompt payment when due, whether on the Repurchase Date, by acceleration or otherwise, of all obligations and liabilities of Seller for which Seller is, or shall become, personally liable pursuant to the Repurchase Agreement and the other Transaction Documents as and to the extent provided in Section 31 of the Repurchase Agreement (collectively, the “Guaranteed Obligations”).
Guaranty of Loan Obligations. Guarantor, irrevocably and unconditionally, guarantees to Lender: (a) the prompt payment when due, whether at stated maturity, by acceleration or otherwise, of all obligations and liabilities of Borrower pursuant to the terms and provisions of Article 12 of the Loan Agreement; (b) the prompt payment when due of the Prohibited Prepayment Fee in connection with the application of the Earnout Reserve Deposit in accordance with Section 4.08(c) of the Loan Agreement ; and (c) the prompt payment when due of the additional deposits to the Vacant Space Reserve Account (as defined in Section 4.09 of the Loan Agreement) (collectively, the “Guaranteed Obligations”).
Guaranty of Loan Obligations. Guarantor irrevocably and unconditionally guarantees to Lender the prompt payment when due, whether at stated maturity, by acceleration or otherwise, of all obligations and liabilities of Borrower for which Borrower is, or shall become, personally liable pursuant to the Note and other Loan Documents, but only as and to the extent provided in Section 41 of the Mortgage and Section 17 of the Note (the “Guaranteed Obligations”). By way of clarification, with reference to Section 41 (vi) of the Mortgage, as of the date hereof, the only guarantee and/or indemnification agreement to which Borrower is a party is that certain Environmental Indemnification Agreement by Borrower and Guarantor for the benefit of Lender dated as of the date hereof.
Guaranty of Loan Obligations. Guarantor irrevocably and unconditionally guarantees to Lender the prompt payment when due, whether at stated maturity, by acceleration or otherwise, of all obligations and liabilities of Borrower for which Borrower is, or shall become, personally liable pursuant to the Note and other Loan Documents, but only as and to the extent provided in Section 41 of the Deed of Trust and Section 16 of the Note (the “Guaranteed Obligations”). By way of clarification, with reference to Section 41 (vi) of the Deed of Trust, as of the date hereof, the only guarantees andlor indemnification agreements to which Borrower is a party are that certain Environmental Indemnification Agreement by Borrower and Guarantor for the benefit of Lender dated as of the date hereof and that certain Letter Agreement regarding Waiver of Insurance Requirements by and between Lender and Borrower dated as of March 13, 2006.
Guaranty of Loan Obligations. Section 2 of the Recourse Guaranty is amended in its entirety to read as follows:
Guaranty of Loan Obligations. (a) The Guarantors hereby irrevocably and unconditionally guarantee to Lender and its successors and permitted assigns of interests in the Loan, on a joint and several basis, the payment of all of Borrower’s payment obligations under the terms of the Loan Agreement, the Note and the other Loan Documents as and when the same shall be due and payable, whether by lapse of time, by acceleration of maturity or otherwise; provided that such amounts shall only be payable in the event of (i) any voluntary Transfer of Collateral which is prohibited under the Loan Agreement, or (ii) the occurrence of any filing by Borrower or Mezzanine Borrower under the Bankruptcy Code or any joining or colluding by Borrower, Mezzanine Borrower or any of their Affiliates (including any Guarantor) in the filing of an involuntary case in respect of Borrower or Mezzanine Borrower under the Bankruptcy Code. To the extent such payment obligation arises, each Guarantor hereby irrevocably and unconditionally covenants and agrees that it is liable for such payment obligations as a primary obligor. For the avoidance of doubt, the obligations of the Guarantors under this Section 2(a) is in addition to, and is not limited by, their obligations under Sections 2(b) and 2(c), below.
(b) Without in any way limiting its obligations under Sections 2(a) and 2(c), the Guarantors hereby agree to indemnify Lender on a joint and several basis and hold Lender harmless from and against any and all Damages to Lender (including the legal and other expenses of enforcing the obligations of Borrower and/or any Guarantor hereunder and under Section 9.19(b) of the Loan Agreement) to the extent resulting from or arising out of any of the following (collectively, the “Joint and Several Guaranteed Obligations”):
(i) any voluntary Lien which is prohibited under the Loan Agreement;
(A) The misappropriation or misapplication in violation of the Loan Documents by Borrower, the Guarantors or any of their respective Affiliates of any funds (including misappropriation or misapplication of Revenues, security deposits, Net Proceeds and/or Loss Proceeds and the violation of the last sentence of Section 5.7(d) of the Loan Agreement, (B) any failure by the Operating Partnership to remit or cause to be remitted all net Revenues generated by the Encumbered Properties in the possession or control of the Operating Partnership or its Affiliates, including but not limited to all Excess Capital Event Proceeds with respect to all or a...
Guaranty of Loan Obligations
