Guaranty of Payment and Performance of Obligations Sample Clauses

Guaranty of Payment and Performance of Obligations. In consideration of the Lenders’ extending credit or otherwise in their discretion giving time, financial or banking facilities or accommodations to the Borrower, the Guarantor hereby absolutely, irrevocably and unconditionally guarantees to the Administrative Agent and each Lender that the Borrower will duly and punctually pay or perform, at the place specified therefor, or if no place is specified, at the Administrative Agent’s Head Office, (i) all indebtedness, obligations and liabilities of the Borrower to any of the Lenders and the Administrative Agent, individually or collectively, under the Credit Agreement or any of the other Loan Documents or in respect of any of the Loans or the Notes or other instruments at any time evidencing any thereof, whether existing on the date of the Credit Agreement or arising or incurred thereafter, direct or indirect, secured or unsecured, joint or several, absolute or contingent, matured or unmatured, liquidated or unliquidated, arising by contract, operation of law or otherwise, including all such which would become due but for the operation of the automatic stay pursuant to §362(a) of the Federal Bankruptcy Code and the operation of §§502(b) and 506(b) of the Federal Bankruptcy Code; and (ii) without limitation of the foregoing, all reasonable fees, costs and expenses incurred by the Administrative Agent or the Lenders in attempting to collect or enforce any of the foregoing, accrued in each case to the date of payment hereunder (collectively the “Obligations” and individually an “Obligation”). This Guaranty is an absolute, unconditional and continuing guaranty of the full and punctual payment and performance by the Borrower of the Obligations and not of their collectibility only and is in no way conditioned upon any requirement that any Lender or the Administrative Agent first attempt to collect any of the Obligations from the Borrower or resort to any security or other means of obtaining payment of any of the Obligations which any Lender or the Administrative Agent now has or may acquire after the date hereof or upon any other contingency whatsoever. Upon any Event of Default which is continuing by the Borrower in the full and punctual payment and performance of the Obligations, the liabilities and obligations of the Guarantor hereunder shall, at the option of the Administrative Agent, become forthwith due and payable to the Administrative Agent and to the Lender or Lenders owed the same without demand or notice ...
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Guaranty of Payment and Performance of Obligations. For value received and hereby acknowledged and as an inducement to (hereinafter referred to as the "Lessor") to: (a) enter into that certain lease transaction with ____________, (hereinafter referred to as the "Lessee"), relating to the personal care home to be known as "_________________________", located in _____________________________ (hereinafter referred to as the "Facility"), pursuant to the Facility Lease Agreement of even date herewith by and between the Lessor and the Lessee (hereinafter referred to as the "Lease"), and (b) enter into or accept the other Lease Documents (as defined in the Lease) and make future loans, advances and extensions of credit to, for the account of or on behalf of the Lessee, the undersigned, BALANCED CARE CORPORATION, a Delaware corporation, having its principal place of business at 5021 Xxxxxx Xxxxx, Suite 200, Mechanicsburg, Pennsylvania 17055 (the "Guarantor"), being the sole shareholder of the Lessee and, as such, deriving a substantial benefit from the consummation of the transaction evidenced by the Lease Documents, hereby unconditionally guarantees to the Lessor the full payment and performance of the Lease Obligations (as defined in the Lease). This Guaranty is an absolute, unconditional and continuing guaranty of the full and punctual payment and performance of the Lease Obligations and not merely of their collectibility and is in no way conditioned upon any requirement that the Lessor first collect or attempt to collect the Lease Obligations or any portion thereof from the Lessee or from any endorser, surety or other guarantor of any of the same or resort to any security or other means of obtaining payment of any of the Lease Obligations that the Lessor now has or may acquire after the date hereof, or upon any other contingency whatsoever. Upon any Lease Default (as defined in the Lease), the Lease Obligations and all liabilities and obligations of the Guarantor to the Lessor, hereunder or otherwise, shall, at the option of the Lessor, become immediately due and payable to the Lessor without further demand or notice of any nature, all of which are expressly waived by the Guarantor. Payments by the Guarantor hereunder may be required by the Lessor on any number of occasions. This Guaranty shall continue in full force and effect until the complete payment and performance of all of the Lease Obligations. All payments hereunder received by the Lessor shall be applied by the Lessor, without any marshalling of asset...
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Guaranty of Payment and Performance of Obligations. The undersigned Guarantor, jointly and severally with each other person or entity which guarantees the "Obligations" (as hereinafter defined), hereby unconditionally guarantees to Sonesta International Hotels Corporation and Sonesta Limited (jointly and severally "Sonesta") that Borrower will duly and punctually pay and perform, at the place specified therefor, the following amounts when and as required to be paid by Borrower pursuant to the Loan Agreement and the Management Agreement: Any and all interest, principal, fees, charges, and other amounts at any time payable by Borrower to Sonesta (or their affiliates) under the Loan Agreement and/or the Management Agreement. The obligations so guaranteed pursuant to the preceding sentence may be collectively referred to in this Guaranty as the "Obligations". This Guaranty is an absolute, unconditional and continuing guaranty of the full and punctual payment and performance by Borrower of the Obligations and not of their collectibility only and is in no way conditioned upon any requirement that Sonesta first attempt to collect any of the Obligations from Borrower or resort to any security or other means of obtaining payment of any of the Obligations. Upon any default by Borrower in the full and punctual payment and performance of the Obligations, the liabilities and obligations of the Guarantor hereunder shall, at the option of Sonesta, become forthwith due and payable to Sonesta without demand or notice of any nature, all of which are expressly waived by the Guarantor. Payments by the Guarantor hereunder may be required by Sonesta on any number of occasions.
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Guaranty of Payment and Performance of Obligations. Guarantor absolutely, unconditionally and irrevocably guarantees the full and prompt payment in United States currency when due (whether at maturity, a stated prepayment date or earlier by reason of acceleration or otherwise) and at all times thereafter, and the due and punctual performance, of all Indebtedness together with all costs and expenses, including without limitation all court costs and expenses and attorneys' fees, paid or incurred by the Noteholders in endeavoring to enforce this Guaranty or in pursuing any action against Borrower or Guarantor or enforcing any rights of the Noteholders in the security, if any, for the Indebtedness or for liabilities of Guarantor hereunder, and any taxes, fees or penalties which may be paid or payable in connection therewith. This is a continuing guaranty of payment and performance not of collection. Upon an Event of Default, the Noteholders may, at their sole election and without notice, proceed directly and at once against Guarantor to seek and enforce performance of, and to collect and recover, the Indebtedness, or any portion thereof, without first proceeding against Borrower, any other Person, or any security for the Indebtedness or for the liability of any such other Person or the Guarantor hereunder. The Noteholders shall have the exclusive right to determine the application of payments and credits, if any, from Guarantor, Borrower or from any other Person on account of the Indebtedness or otherwise.
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Guaranty of Payment and Performance of Obligations. In consideration of the Lender's making loans to American Power Group, Inc., a wholly owned subsidiary of Guarantor (the "Borrower") the Guarantor hereby unconditionally guarantees to the Lender the payment and performance of all “Obligations” as defined below. As used in this Guaranty, the term “Obligations” shall mean: (a) all obligations of Borrower to Lender pursuant to that certain Secured Loan Agreement between Borrower and Lender dated the date hereof (the “Loan Agreement”) and any Notes or schedules issued pursuant thereto, (b) all other obligations, indebtedness and liabilities of the Borrower to the Lender owing at any time, liquidated or unliquidated, each of every kind, nature and description, and the performance by Borrower of all acts, obligations, covenants, terms, and conditions, in each case whether now or hereafter arising under any agreement now existing or hereafter established between Borrower and the Lender, and whether denominated secured or unsecured, whether direct or indirect, absolute or contingent, matured or unmatured, primary or secondary, certain or contingent, due or to become due, whether now existing or hereafter arising. Without limiting the generality of the foregoing, said term shall also include all interest and other charges chargeable to Borrower or due from Borrower to the Lender from time to time and all costs and expenses referred to in this Guaranty;
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Guaranty of Payment and Performance of Obligations. In consideration of the Lenders making the Loans under the Credit Agreement to each Borrower, the Guarantor hereby unconditionally guarantees to the Agent and each Lender that each Borrower will duly and punctually pay or perform in accordance with the Credit Agreement, (i) all indebtedness, 200 obligations and liabilities of each Borrower to any of the Lenders and the Agent, individually or collectively, under the Credit Agreement or any of the other Loan Documents or in respect of any of the Loans or the Notes (collectively the "Obligations" and individually an "Obligation"). This Guaranty is an absolute, unconditional and continuing guaranty of the full and punctual payment and performance by each Borrower of the Obligations and not of their collectibility only and is in no way conditioned upon any requirement that any Lender or the Agent first attempt to collect any of the Obligations from any Borrower or resort to any security or other means of obtaining payment of any of the Obligations which any Lender or the Agent now has or may acquire after the date hereof or upon any other contingency whatsoever. Upon any Event of Default which is continuing by each Borrower in the full and punctual payment and performance of the Obligations, the liabilities and obligations of the Guarantor hereunder shall, at the option of the Agent, become forthwith due and payable to the Agent and to the Lender or Lenders owed the same without demand or notice of any nature, all of which are expressly waived by the Guarantor, except for notices required to be given to such Borrower under the Loan Documents. Payments by the Guarantor hereunder may be required by any Lender or the Agent on any number of occasions.
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Guaranty of Payment and Performance of Obligations. SCC unconditionally guarantees to each Holder the full and prompt payment when due, whether at maturity, at any stated prepayment date or earlier by reason of acceleration or otherwise, and at all times thereafter, of all of the Guaranteed Indebtedness; and the undersigned further agrees to pay all costs and expenses, including, without limitation, all court costs and reasonable attorneys' fees and expenses, paid or incurred in endeavoring to collect all or any part of the Guaranteed Indebtedness from, or in prosecuting any action against, SCTC or the undersigned of all or any part of the Guaranteed Indebtedness. This is a continuing guaranty of payment and not of collection. The undersigned covenants that it will not be discharged except by complete performance of the obligations contained herein. Upon an Event of Default under the Loan Agreements, any Holder may, at its sole election and without notice, proceed directly and at once against the undersigned to collect and recover the full amount of any portion of the liability of the undersigned hereunder, without first proceeding against SCTC, any other Person, or any security or collateral for the Guaranteed Indebtedness or for the liability of the undersigned under this Guaranty. Each Holder shall have the exclusive right to determine the application of payments and credits, if any, from the undersigned, SCTC or from any other Person on account of the Guaranteed Indebtedness owed to such Holder.
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Guaranty of Payment and Performance of Obligations. The Guarantor unconditionally guarantees to each of the Beneficiaries the full and punctual payment and performance of the Obligations (as defined in subsection (b) below). This Guaranty Agreement is an absolute, unconditional and continuing guaranty of the full and punctual payment and performance by the Debtor of each of the Obligations, and not of collectibility only, and is in no way conditioned upon any requirement that any Beneficiary first attempt to collect payment from the Debtor or any other guarantor or surety or resorts to any security or other means of obtaining payment of all or any of the Obligations or upon any other contingency. Upon any default by the Debtor in the full and punctual payment or performance of any of the Obligations, the liabilities and obligations of the Guarantor hereunder shall at the option of any Beneficiary become forthwith due and payable without demand or notice of any nature, all such demands and notices being expressly waived by the Guarantor.
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Related to Guaranty of Payment and Performance of Obligations

  • Payment and Performance of Obligations Pay and perform all material Obligations under this Agreement and the other Loan Documents, and pay or perform (a) all taxes, assessments and other governmental charges that may be levied or assessed upon it or any of its property, and (b) all other indebtedness, obligations and liabilities in accordance with customary trade practices; except to the extent that IPT or the Borrower is contesting any item described in clauses (a) or (b) of this Section 7.5 in good faith and is maintaining adequate reserves with respect thereto in accordance with GAAP.

  • Guaranty of Payment and Performance Guarantor’s obligations under this Guaranty constitute an unconditional guaranty of payment and performance and not merely a guaranty of collection.

  • Guaranty of Obligations (a) The Guarantor hereby irrevocably and unconditionally guarantees, with effect from date hereof, the prompt and complete payment when due of all of Supplier’s payment obligations under the FSA (to the extent such payment obligations exceed the amount of any Performance Assurance provided to the Creditor by Supplier as defined in and in accordance with the FSA), whether on scheduled payment dates, when due upon demand, upon declaration of termination or otherwise, in accordance with the terms of the FSA and giving effect to any applicable grace period, and, provided only that the Creditor is the prevailing party in any judicial suit, action or proceeding arising out of, resulting from, or in any way relating to this Guaranty, or if by mutual agreement by Guarantor and Creditor, all reasonable out-of-pocket costs and expenses incurred by Creditor in the enforcement of the Guarantor’s obligations or collection under this Guaranty, including reasonable attorney’s fees and expenses (collectively, the “Obligations”). [Optional provision: Notwithstanding anything to the contrary herein, the liability of the Guarantor under this Guaranty and Creditor’s right of recovery hereunder for all Obligations is limited to a total aggregate amount of $ (“Guaranty Amount”), where Guaranty Amount shall be no less than Five Hundred Thousand US Dollars ($500,000).] (b) The limitations on liabilities of the Supplier set forth in Article 10 of the FSA shall also apply to the liabilities of the Guarantor hereunder.

  • Guaranty of Obligation Guarantor hereby irrevocably and unconditionally guarantees to Lender and its successors and assigns the payment and performance 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 irrevocably and unconditionally covenants and agrees that it is liable for the Guaranteed Obligations as a primary obligor.

  • Payment and Performance Bond Prior to the execution of this Contract, City may require Contractor to post a payment and performance bond (Bond). The Bond shall guarantee Contractor’s faithful performance of this Contract and assure payment to contractors, subcontractors, and to persons furnishing goods and/or services under this Contract.

  • Payment and Performance Borrower will pay all amounts due under the Loan Documents in accordance with the terms thereof and will observe, perform and comply with every covenant, term and condition expressed or implied in the Loan Documents. Borrower will cause each other Restricted Person to observe, perform and comply with every such term, covenant and condition.

  • Payment and Performance Bonds A payment bond and performance is required for a public works contract involving expenditure in excess of twenty-five thousand dollars ($25,000) and no work can be commenced prior to both bonds being approved the County. The Contractor shall furnish, at time of signing the Contract, one surety bond which shall protect the laborers and material men and shall be for $60,000, in accordance with Section 9554 of the Civil Code, and one surety bond in the amount of $60,000, guaranteeing the faithful performance of the Contract. If at any time the value of the total task orders is expected to exceed $60,000, the Contractor shall furnish, in a manner acceptable to the County, evidence that the Contractor is bonded to the expected total value of outstanding task orders for both the faithful performance and laborers and material men bonds. Contractor shall not be entitled to, nor shall County authorize, task orders when the total outstanding value of the task orders under this contract exceeds the bond values for which the County is an obligee. Said bonds to be approved by the office of the County Counsel and the County Executive Office of Orange County. Such bonds shall be the forms provided in these specifications and issued and executed by an admitted surety insurer (authorized to transact surety insurance in California). (e.g., if the bonds are issued through a surplus line broker, both the surplus line broker and the insurer with whom he is doing business for purposes of this project must be licensed in California to issue such bonds.) The faithful performance bond shall be issued by a Surety company with a minimum insurance rating of A- (Secure Best’s Rating) and VIII (Financial Size Category) as determined by the most current edition of the Best’s Key Rating Guide/Property-Casualty/United States or xxxxxx.xxx. The Surety Company must also be authorized to write in California by the Department of the Treasury, and must be listed on the most current edition of the Department of Treasury’s Listing of Approved Securities. If any surety upon any bond furnished in connection with this Contract becomes unacceptable to the County, or if any such surety fails to furnish reports as to his financial condition from time to time as requested by OC Public Works, the Contractor shall promptly furnish such additional security as may be required by OC Public Works or the Board of Supervisors from time to time to protect the interests of the County and of persons supplying labor or materials in the prosecution of the Work contemplated by this Contract. If the County increases the total Contract amount the Contractor is to provide a new bond for the new total Contract amount or a bond for the difference.

  • 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”).

  • Guarantee of Obligations (a) Each Guarantor hereby (i) guarantees, as principal obligor and not as surety only, to the Banks the prompt payment of the principal of and any and all accrued and unpaid interest (including interest which otherwise may cease to accrue by operation of any insolvency law, rule, regulation or interpretation thereof) on the Advances and all other obligations of each Borrower to the Banks and the Agent under this Agreement when due, whether by scheduled maturity, acceleration or otherwise, all in accordance with the terms of this Agreement and the Notes, including, without limitation, default interest, indemnification payments and all reasonable costs and expenses incurred by the Banks and the Agent in connection with enforcing any obligations of the Borrowers hereunder, including without limitation the reasonable fees and disbursements of counsel, (ii) guarantees the prompt and punctual performance and observance of each and every term, covenant or agreement contained in this Agreement and the Notes to be performed or observed on the part of each Borrower, (iii) guarantees the prompt and complete payment of all obligations and performance of all covenants of any Borrower under any interest rate or currency swap agreements or similar transactions with any Bank, and (iv) agrees to make prompt payment, on demand, of any and all reasonable costs and expenses incurred by the Banks or the Agent in connection with enforcing the obligations of the Guarantor hereunder, including, without limitation, the reasonable fees and disbursements of counsel (all of the foregoing being collectively referred to as the "Guaranteed Obligations"). (b) If for any reason any duty, agreement or obligation of any Borrower contained in this Agreement shall not be performed or observed by any Borrower as provided therein, or if any amount payable under or in connection with this Agreement shall not be paid in full when the same becomes due and payable, each Guarantor undertakes to perform or cause to be performed promptly each of such duties, agreements and obligations and to pay forthwith each such amount to the Agent for the account of the Banks regardless of any defense or setoff or counterclaim which any Borrower may have or assert, and regardless of any other condition or contingency.

  • Accuracy of Representations and Performance of Covenants The representations and warranties made by the Company in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date. Additionally, the Company shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company.

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