Guaranty Payments. The Guarantor unconditionally and irrevocably agrees to pay to each Trust the following amounts to the extent not otherwise available from funds in the Certificate Accounts pursuant to Section 4.03:
(i) for each Class in the related Series on each Distribution Date, an amount equal to the Class Distribution Amount required to be distributed on such Distribution Date pursuant to Section 3.06; and
(ii) for each Class in the related Series on the Final Distribution Date for that Class (other than an Interest Only Class), after giving effect to payments under clause (i) of this Subsection 4.04(a), the amount needed to reduce the Class Balance of such Class to zero on such Final Distribution Date. After the Guarantor is notified by the Trustee or applicable Paying Agent of the insufficiency of funds in the Certificate Accounts to cover all such amounts, the Guarantor will transfer amounts required to cover such insufficiency to one or more Certificate Accounts, or directly to the applicable Paying Agent, in immediately available funds on or before the applicable Distribution Date for payment to each related Trust. The Guaranty is limited to payment of the amounts specified in this Section 4.04. Any Guaranty Payment paid to the Trust by the Guarantor pursuant to this Section 4.04 that constitutes a distribution of principal will be taken into account for purposes of all future calculations of Class Factors.
Guaranty Payments. Any payment received by Administrative ----------------- Agent pursuant to the Guaranty shall be distributed forthwith or retained by Administrative Agent in the same manner and subject to the same conditions as provided in this Article III with respect to payments received by Administrative ----------- Agent in respect of Borrower's obligation as to which such payment relates, all as if such payment had been made by Borrower.
Guaranty Payments. The Guarantor unconditionally and irrevocably agrees to pay to the related Trust the following amounts to the extent not otherwise available from funds in the Certificate Accounts pursuant to Section 5.04:
(i) on each Distribution Date, an amount equal to the Distribution Amount as required to be distributed on such Distribution Date pursuant to Section 4.01 for that Trust on such Distribution Date; and
(ii) on the Final Distribution Date for an Issue of Mega Certificates, after giving effect to payments under clause (i) of this Section 5.05, the amount needed to reduce the Aggregate Certificate Balance of the related Issue to zero on such Final Distribution Date. After the Guarantor is notified by the Trustee or Paying Agent of the insufficiency of funds in the Certificate Accounts to cover all such amounts, the Guarantor will transfer any such amounts to cover the insufficiency to one or more Certificate Accounts or directly to the Paying Agent in immediately available funds on or before the applicable Distribution Date for payment to each related Trust. The Guaranty is limited to payment of the amounts specified in this Section 5.05. Any Guaranty Payment paid to the Trust by the Guarantor pursuant to this Section 5.05 that constitutes a distribution of principal will be deemed to be part of the related Principal Distribution Amount for purposes of all future calculations of Factors.
Guaranty Payments. The Guarantor unconditionally and irrevocably agrees to pay to the related Trust the following amounts to the extent not otherwise available from funds in the Certificate Accounts pursuant to Section 5.04:
(i) on each Distribution Date, an amount equal to the Mega Distribution Amount and SMBS Class Distribution Amount, as applicable, as required to be distributed on such Distribution Date pursuant to Section 4.01 for that Trust on such Distribution Date; and
(ii) on the Final Distribution Date for a Class of Certificates (other than an Interest Only Class), after giving effect to payments under clause (i) of this Section 5.05, the amount needed to reduce the Aggregate Certificate Balance of such Class to zero on such Final Distribution Date. After the Guarantor is notified by the Trustee or Paying Agent of the insufficiency of funds in the Certificate Accounts to cover all such amounts, the Guarantor will transfer any such amounts to cover the insufficiency to one or more Certificate Accounts or directly to the Paying Agent in immediately available funds on or before the applicable Distribution Date for payment to each related Trust. The Guaranty is limited to payment of the amounts specified in this Section 5.05. Any Guaranty Payment paid to the Trust by the Guarantor pursuant to this Section 5.05 that constitutes a distribution of principal will be deemed to be part of the related Mega Principal Distribution Amount, with respect to a Mega Issue, and the SMBS Class Principal Distribution Amount, with respect to an SMBS Series, for purposes of all future calculations of Factors.
Guaranty Payments. Borrower acknowledges that the liability of Sponsor under the Guaranty, the Xxxxx Fargo Mortgage Loan Guaranty and under the Other Senior Mezzanine Loan Guaranties with respect to a Bankruptcy Recourse Event shall not exceed $200,000,000 in the aggregate. As a result of such limitation, Lender, Xxxxx Fargo Mortgage Loan Lender and any Other Senior Mezzanine Lenders may be required to pay to one or more of the other lenders a portion of any amount received from Sponsor on account of a Bankruptcy Recourse Event. Borrower acknowledges that, in the event Lender recovers amounts from Sponsor under the Guaranty in respect of a Bankruptcy Recourse Event and is thereafter required, pursuant to the terms of the Guaranty or the Intercreditor Agreement, to deliver all or a portion of such amount to Xxxxx Fargo Mortgage Loan Lender or one or more of Other Senior Mezzanine Lenders, then (A) the amount recovered by Lender shall be deemed to be reduced by such amounts (the amount recovered by Lender as so reduced, the “Actual Recovery Amount”), (B) the Actual Recovery Amount shall be applied in accordance with the terms of the Loan Documents, (C) any amounts paid to Xxxxx Fargo Mortgage Loan Lender shall be applied in accordance with the Xxxxx Fargo Mortgage Loan Documents and (D) any amounts paid to any Other Senior Mezzanine Lender shall be applied in accordance with the applicable Other Senior Mezzanine Loan Documents.
Guaranty Payments. Each Partner agrees that it will pay in accordance with this Agreement its pro rata share (determined based on its Percentage Interest) of any payment made or liability incurred by a Partner or any Affiliate or Related Party of a Partner as a result of any (i) interest rate lock or hedge, (ii) guarantee of any Partnership borrowing, indebtedness or other obligation of the Partnership (including, without limitation, any non-recourse carve-out guarantee or environmental guaranty or indemnity) by that Partner or any Affiliate or Related Party of that Partner on behalf of the Partnership or any Subsidiary, or (iii) letter of credit, reimbursement agreement or other credit enhancement (including, without limitation, in the form of a master lease) executed and delivered by that Partner or any Affiliate or Related Party of that Partner on behalf of the Partnership or any Subsidiary, in each case only to the extent such guarantee, letter of credit, reimbursement agreement or other credit enhancement (each a "Guaranty") has been approved as a Major Decision by the Executive Committee (each, a "Guaranty Payment"); provided, however, that in no event shall the Partnership or any Partner have any obligation to indemnify or hold harmless any such Person (nor shall such Person have any rights of subrogation against the Partnership or any Partner) on account of Guaranty Payments arising from the fraud, willful misconduct or gross negligence of the Person entering into such Guaranty or any of its Affiliates. Except as aforesaid, each Partner shall advance its proportionate share of any monies expended or liability incurred in respect of any Guaranty Payment as the same is expended or incurred. In the event any Partner fails or refuses to promptly fund (not later than ten (10) Business Days after notice from the Partnership or any Partner) its proportionate share of any funds required hereunder to be funded in order to satisfy any such Guaranty Payment, such Partner shall be deemed to be a Non-Contributing Partner and the remaining Partners may apply the provisions of Section 5.5 to cover such Non-Contributing Partner's obligations with respect to such Partner Liability. The Master Lease shall not in any event constitute a Guaranty, and DDR Parent shall be solely responsible for any payment obligations thereunder, without any right of reimbursement, contribution or subrogation against the Partnership, any Subsidiary or any Partner. The Partnership shall pay when due, all c...
Guaranty Payments. On each Payment Date the Servicer shall instruct the Indenture Trustee to distribute to the Note Distribution Account any Guaranty Payment deposited in the Collection Account pursuant to Section 6.05.
Guaranty Payments. In the event that any demand is made under a guaranty or guaranties by a Member of obligations of the Company, all guaranty payments made by any Member, up to the extent of such guaranty payments equal to such Member’s Membership Interest percentage of the total guaranty payments made by all Members, shall be deemed a Capital Contribution to the Company. To the extent that any Member shall have made a payment upon demand under a guaranty or guaranties of obligations of the Company in excess of such Member’s Membership Interest percentage of the total guaranty payments made by all Members (the “Excess Guaranty Payment”), then at the option of the Member (or, as the case may be, the Majority in Interest of the Members) which shall have made Excess Guaranty Payments, (a) such Member or Members shall have a right of contribution against any Member failing to pay its Membership Interest percentage of the total guaranty payments, (b) such Excess Guaranty Payments shall be treated as loans to the Company in accordance with the provisions of Section 3.3(i), or (c) such Excess Guaranty Payments shall dilute the Membership Interest of each Member which shall not have made guaranty payments equal to such Member’s Membership Interest percentage of the total guaranty payments made by all Members, in accordance with the provisions of Section 3.3(ii). Any Capital Contribution by a Member resulting from a payment upon demand under such Member’s guaranty of obligations of the Company, shall not be deemed to reduce any outstanding and unpaid Capital Contribution commitments of such Member.
Guaranty Payments. Buyer agrees to invoice Seller on or before the 15th Day of each Month during the Term and Seller agrees to pay Buyer an amount of $________ ("Total Guaranty Payment"), payable in five (5) equal installments of $________ ("Monthly Guaranty Payment") on or before the 25th Day of each Month during the Term of this Agreement to compensate Buyer for the use of Buyer's portfolio. Such payments shall be made by wire transfer at such location as Buyer may from time to time designate in writing. "Prorated Guaranty Amount" means the Total Guaranty Payment divided by the total number of months in the Term multiplied by the number of months that have occurred from November 1, 2002 through the date of calculation (prorated for the month in which the date of calculation occurs).
Guaranty Payments. Any payment on a guaranty which supports an Equity Investor’s obligations to fund its Equity Capital Commitment shall reduce the amount of such commitment by the amount of such payment.
