Guaranty of Performance of Obligations. Provider hereby guarantees to the Recipients the full and punctual payment and performance by each Originator of its Obligations. This Undertaking is an absolute, unconditional and continuing guaranty of the full and punctual performance of all of the Obligations of each Originator under the Agreements and each other document executed and delivered by any such Originator pursuant to the Agreements and is in no way conditioned upon any requirement that any Recipient first attempt to collect any amounts owing by any Originator to such Recipient (including any Purchaser) from any other Person or resort to any collateral security, any balance of any deposit account or credit on the books of any Recipient (including any Purchaser) in favor of any Originator or any other Person or other means of obtaining payment. Should any Originator default in the payment or performance of any of its Obligations, after giving effect to any applicable grace period, each Recipient (or its respective assigns) may cause the immediate performance by Provider of such Originator’s Obligations and cause any payment Obligations of such Originator to become forthwith due and payable to any Recipient (or its respective assigns), without demand or notice of any nature (other than as expressly provided herein), all of which are hereby expressly waived by Provider. Notwithstanding the foregoing, this Undertaking is not a guarantee of the collection of any of the Receivables and Provider shall not be responsible for any Obligations to the extent the failure to perform such Obligations by such Originator results from Receivables being uncollectible on account of the insolvency, bankruptcy or lack of creditworthiness of the related Obligor; provided, that nothing herein shall relieve such Originator from performing in full its Obligations under the Agreements or Provider of its undertaking hereunder with respect to the full performance of such duties.
Guaranty of Performance of Obligations. Performance Guarantor hereby guarantees to Recipient, the full and punctual payment and performance by each Seller and Collection Agent of the Obligations. This Undertaking is an absolute, unconditional and continuing guaranty of the full and punctual performance of all of the Obligations of each Seller and Collection Agent under the Agreements and each other document executed and delivered by each Seller and Collection Agent pursuant to the Agreements and is in no way conditioned upon any requirement that Recipient first attempt to collect any amounts owing by such Seller or Collection Agent to Recipient, the Administrative Agent, Funding Agents, Conduit Lenders, or Committed Lenders from any other Person or resort to any collateral security, any balance of any deposit account, intercompany payable or intercompany promissory note of any Seller or any Collection Agent, or any other Person or other means of obtaining payment. Should any Seller or Collection Agent default in the payment or performance of any of the Obligations, Recipient (or its assigns) may cause the immediate performance by Performance Guarantor of the Obligations and cause any payment Obligations to become forthwith due and payable to Recipient (or its assigns), without demand or notice of any nature (other than as expressly provided herein), all of which are hereby expressly waived by Performance Guarantor. Notwithstanding the foregoing, this Undertaking is not a guarantee of the collection of any of the Receivables and Performance Guarantor shall not be responsible for any Obligations to the extent that the failure to perform such Obligations by any Seller or Collection Agent results from Receivables being uncollectible on account of the insolvency, bankruptcy or lack of creditworthiness of the related Obligor; provided, that nothing herein shall relieve any Seller or Collection Agent from performing in full its Obligations under the Agreements or Performance Guarantor of its undertaking hereunder with respect to the full performance of such duties.
Guaranty of Performance of Obligations. The Performance Guarantor hereby unconditionally guarantees to PFI, the full and punctual payment and performance by Pulte Mortgage of the Obligations. This Guaranty is an absolute, unconditional and continuing guaranty of the full and punctual performance of all of the Obligations and is in no way conditioned upon any requirement that PFI first take any action against Pulte Mortgage with respect to the Obligations or attempt to collect any of the amounts owing by Pulte Mortgage to PFI from Pulte Mortgage or resort to any collateral security, any balance of any deposit account or credit on the books of PFI in favor of Pulte Mortgage, any guarantor of the Obligations or any other Person. Should Pulte Mortgage default in the payment or performance of any of the Obligations, PFI may cause the immediate performance by the Performance Guarantor of the Obligations and cause any payment Obligations to become forthwith due and payable to PFI, without demand or notice of any nature (other than as expressly provided herein), all of which are expressly waived by the Performance Guarantor. The Performance Guarantor's liability under this Guaranty shall be absolute and unconditional irrespective of (i) any lack of validity or enforceability of the Repurchase Agreement, the Restated Loan Agreement or any other document executed in connection therewith or delivered thereunder, (ii) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to departure from the Repurchase Agreement, the Restated Loan Agreement or any other [Pulte Restated Loan Agreement] document executed in connection therewith or delivered thereunder, (iii) any taking, exchange, release or non-perfection of any collateral, or any taking, release or amendment or waiver of or consent to departure from any other guaranty, for all or any of the Obligations, (iv) any law, regulation or order of any jurisdiction affecting any term of all or any Obligations or the rights of PFI, (v) any manner of application of collateral, or proceeds thereof, to all or any of the Obligations, or any manner of sale or other disposition of any collateral for all or any of the Obligations or any other assets of Pulte Mortgage, (vi) any change, restructuring or termination of the corporate structure or existence of Pulte Mortgage, or (vii) any other circumstance which might otherwise constitute a defense available to, or a disc...
Guaranty of Performance of Obligations. Each Performance Guarantor hereby guarantees to each Recipient and each other Secured Party (collectively, the "Beneficiaries"), the full and punctual payment and performance when due by each Originator of its respective Obligations. This Guaranty is an absolute, unconditional and continuing guaranty of the full and punctual payment and performance of all of the respective Obligations of each Originator under the Transaction Documents and each other document executed and delivered by such Originator pursuant to the Transaction Documents and is in no way conditioned upon any requirement that any Beneficiary first attempt to collect from such Originator, any other Performance Guarantor or any other Person, any amounts owing by such Originator to such Beneficiary or resort to any collateral security, any balance of any deposit account or credit on the books of such Beneficiary in favor of such Originator or any other Person or other means of obtaining payment. Should any Originator default in the payment or performance of any of its respective Obligations, each Beneficiary (or its assigns) may require the immediate performance thereof by any Performance Guarantor and require any payment of any Obligations that are then due and payable to such Beneficiary (or its assigns) to be paid by any Performance Guarantor, without other demand or notice of any nature (other than as expressly provided herein), all of which are hereby expressly waived by each Performance Guarantor.
Guaranty of Performance of Obligations. Performance Guarantor hereby guarantees to Recipient, the full and punctual payment and performance by Marathon Canadaeach First Tier Originator of the Transfer Agreement Obligations, by MPC LP of the Sale Agreement Obligations, and by MPC LP, as Servicer, of the Servicing Related Obligations. This Undertaking is an absolute, unconditional and continuing guaranty of the full and punctual payment and performance of (i) all of the Transfer Agreement Obligations of Marathon Canadaeach First Tier Originator, (ii) all of the Sale Agreement Obligations of MPC LP and (iii) all of the Servicing Related Obligations of MPC LP, as Servicer, pursuant to the Agreements and is in no way conditioned upon any requirement that Recipient first attempt to collect any amounts owing by Marathon Canadaany First Tier Originator or by MPC LP to Recipient, the Administrative Agent, the Managing Agents, the L/C Issuers or the Purchasers from any other Person or resort to any collateral security, any balance of any deposit account or credit on the books of Recipient, the Administrative Agent, any Managing Agent, any L/C Issuer or any Purchaser in favor of Marathon Canadaany First Tier Originator, MPC LP or the Servicer, or any other Person or other means of obtaining payment. Should Marathon Canadaany First Tier Originator, MPC LP or the Servicer, default in the payment or performance of any of the Obligations, Recipient (or its assigns) may cause the immediate performance by Performance Guarantor of the Obligations and cause any payment Obligations to become forthwith due and payable to Recipient (or its assigns), without demand or notice of any nature (other than as expressly provided herein), all of which are hereby expressly waived by Performance Guarantor. Notwithstanding the foregoing, this Undertaking is not a guarantee of the collection of any of the Receivables and Performance Guarantor shall not be responsible for any Obligations to the extent the failure to perform such Obligations by Marathon Canadaany First Tier Originator, MPC LP or the Servicer, results from a Receivable being uncollectible, or from non-payment of a Receivable by the related Obligor, on account of the insolvency, bankruptcy or lack of creditworthiness of such Obligor; provided, that nothing herein shall relieve Marathon Canadaany First Tier Originator or MPC LP from performing in full its Obligations under the Transfer AgreementAgreements, the Sale Agreement or the Purchase Agreement, as applicable, o...
Guaranty of Performance of Obligations. The Provider hereby unconditionally and irrevocably guarantees to the Beneficiaries the full and punctual payment and performance by each Originator and CFS of the Obligations. This Undertaking is an absolute, unconditional and continuing guaranty of the full and punctual performance of all of the Obligations of each Originator and CFS and is in no way conditioned upon any requirement that any Beneficiary first attempt to collect any of the amounts owing by any Originator or CFS or resort to any collateral security, any balance of any deposit account or credit on the books of any Beneficiary in favor of any Originator or CFS or any other Person or other means of obtaining payment. Should any Originator or CFS default in the payment or performance of any Obligations, the Beneficiaries may cause the immediate performance by the Provider of the Obligations, without demand or notice of any nature (other than as expressly provided herein), all of which are expressly waived by the Provider.
Guaranty of Performance of Obligations. (a) Performance Guarantor hereby guarantees to Administrative Agent, the full and punctual payment and performance by the Covered Entities of their respective Obligations. For the avoidance of doubt, but without limiting the scope of the Obligations, Performance Guarantor shall have no obligation to guaranty any obligations of the Obligors under Contracts related to Pool Receivables.
Guaranty of Performance of Obligations. (a) Performance Guarantor hereby guarantees to Administrative Agent, the full and punctual payment and performance by the Covered Entities of their respective Obligations. For the avoidance of doubt, but without limiting the scope of the Obligations, Performance Guarantor shall have no obligation to guaranty any obligations of the Obligors under Contracts related to Pool Receivables. (b) This Undertaking is an absolute, unconditional and continuing undertaking of the full and punctual performance of all of the Obligations under the Sale Agreement, the Credit and Security Agreement and each of the other Transaction Documents and is in no way conditioned upon any requirement that Administrative Agent first attempt to collect any payment Obligations from any other Person or resort to any collateral security, any balance of any deposit account or credit on the books of the Administrative Agent, or any Lender in favor of any Covered Entity or any other Person or other means of obtaining payment in respect of any Obligations. Should an Amortization Event or Termination Event occur and be continuing with respect to the default in the payment or performance by any Covered Entity of any of its Obligations, Administrative Agent (or its assigns) may cause the immediate performance or payment by Performance Guarantor of the Obligations of such Covered Entity, without demand or notice of any nature (other than as expressly provided herein), all of which are hereby expressly waived by Performance Guarantor. Notwithstanding the foregoing, for the avoidance of doubt, this Undertaking is not a guarantee of the collection of any of the Receivables, and Performance Guarantor shall not be responsible for any Obligations to the extent the failure to pay or perform such Obligations by any Covered Entity results from Receivables being uncollectible on account of the insolvency, bankruptcy or lack of creditworthiness or other financial or credit condition resulting in the inability to pay in respect of an Obligor. Section 3.
Guaranty of Performance of Obligations. Performance Guarantor hereby guarantees to Recipient, the full and punctual payment and performance by Originator of the Obligations. This Undertaking is an absolute, unconditional and continuing guaranty of the full and punctual performance of all of the Obligations of Originator under the Agreements and each other document executed and delivered by Originator pursuant to the Agreements and is in no way conditioned upon any requirement that Recipient first attempt to collect any amounts owing by Originator to Recipient, the Agent or the Purchasers from any other Person or resort to any collateral security, any balance of any deposit account or credit on the books of Recipient, the Agent or any Purchaser in favor of Originator or any other Person or other means of obtaining payment. Should Originator default in the payment or performance of any of the Obligations, Recipient (or its assigns) may cause the immediate performance by Performance Guarantor of the Obligations and cause any payment Obligations to become forthwith due and payable to Recipient (or its assigns), without demand or notice of any nature (other than as expressly provided herein), all of which are hereby expressly waived by Performance Guarantor. The guarantee set forth herein is a guarantee of payment and performance and not just of collection. Notwithstanding the foregoing, this Undertaking is not a guarantee of the collection of any of the Receivables and Performance Guarantor shall not be responsible for any Obligations to the extent the failure to perform such Obligations by Originator results from Receivables being uncollectible on account of the insolvency, bankruptcy or lack of creditworthiness of the related Obligor; provided, that nothing herein shall relieve Originator from performing in full its Obligations under the Purchase Agreement or Performance Guarantor of its undertaking hereunder with respect to the full performance of such duties.
Guaranty of Performance of Obligations. Guarantor hereby irrevocably and unconditionally guarantees to the Loral Entities the full and punctual performance by dbsXmedia of the Obligations; provided, however, that, with respect to defaults on Obligations of dbsXmedia occurring during the period ending on the first anniversary of the Asset Purchase Closing, the maximum amount for which Guarantor shall be liable shall be $3,000,000 and, with respect to defaults on Obligations of dbsXmedia occurring during the period commencing on the first anniversary of the Asset Purchase Closing and ending on the second anniversary of the Asset Purchase Closing, the maximum amount for which Guarantor shall be liable shall be reduced to $1,500,000 and Guarantor will have no liability hereunder for defaults of dbsXmedia occurring after the second anniversary of the Asset Purchase Closing. This Guaranty is an absolute, unconditional and continuing guaranty of the full and punctual performance of all of the Obligations, and shall continue in effect notwithstanding any change, restructuring or termination of the corporate structure or existence of dbsXmedia. Should dbsXmedia default in the performance of any of the Obligations, any of the Loral Entities may cause the immediate performance by Guarantor of the Obligations. Performance by the Guarantor hereunder shall not be conditioned upon any requirement that the Loral Entities first take any action against dbsXmedia or any other person with respect to the Obligations and shall be notwithstanding the existence of any claim, setoff or other rights which the Guarantor may have at any time against dbsXmedia in connection herewith or any unrelated transaction. In the event that performance of any of the Obligations is stayed upon the insolvency, receivership, bankruptcy or reorganization of dbsXmedia, or for any other reason, all such Obligations shall be immediately performed by Guarantor.
