Joint and Several Guaranty Sample Clauses

Joint and Several Guaranty. (A) Each Loan Party hereby jointly and severally guarantees to IBM Credit the prompt payment when due and the full, prompt, and faithful performance of any and all Obligations upon which any Loan Party is in any manner obligated, heretofore, now or hereafter owned, contracted or acquired by IBM Credit pursuant to this Agreement, whether the same are individual, joint or several, primary, secondary, direct, contingent or otherwise. Each Loan Party irrevocably subordinates to the full payment of amounts due IBM Credit any and all rights to which it may be entitled, by operation of law or otherwise, upon making any payment hereunder (i) to be subrogated to the rights of IBM Credit against another Loan Party hereto with respect to such payment or otherwise to be reimbursed, indemnified or exonerated by another Loan Party in respect thereof, or (ii) to receive any payment, in the nature of contribution or for any other reason, from another Loan Party hereto with respect to such payment. (B) Notwithstanding any provision herein to the contrary, the liability of each Loan Party hereunder shall in no event exceed the maximum amount that is valid and enforceable in any action or proceeding involving any applicable state corporate law or any applicable state or federal bankruptcy, insolvency, reorganization, fraudulent conveyance or other law involving the rights or creditors generally. (C) The liability of each Loan Party hereunder is direct, absolute and unconditional and shall not be affected by any extension, renewal or other change in the terms of payment or performance thereof, or the release, settlement or compromise of or with any party liable for the payment or performance thereof, the release or nonperfection of any security thereunder, or any change in any Loan Party's financial condition. Each Loan Party's obligation pursuant to this Section 7.19 shall continue for so long as any sums owing to IBM Credit by either Loan Party remains outstanding and unpaid, unless terminated in the manner provided herein. Each Loan Party acknowledges that its obligations hereunder are in addition to and independent of any agreement or transaction between IBM Credit and any other Loan Party or any other Person creating or reserving any lien, encumbrance or security interest in any property of any other Loan Party or any other Person as security for any obligation of such Loan Party. (D) Each Loan Party has made an independent investigation of the financial condition of eac...

Joint and Several Guaranty. The liability of each Guarantor executing this Guaranty shall be joint and several and the term "Guarantor" shall mean each and all such Guarantors.

Joint and Several Guaranty. All obligations of the Guarantors under this Guaranty shall be joint and several.

Joint and Several Guaranty. 1. In the event Lessee has joint and several guarantor(s) (“Guarantor”), Guarantor shall be jointly and severally liable for all obligations of Lessee towards Lessor during the term of this Agreement and any renewal terms thereof, regardless of any changes in the terms and conditions or subject matter of the lease. 2. Lessee and Guarantor shall give written notice to Lessor without delay in the event there are changes in the address, name, trade name, representative directors or other matters registered on the commercial registry, or any other matters relating to the status of Guarantor. 3. In the event Lessor deems it necessary to change the Guarantor, or there is a vacancy upon the death or dissolution of the Guarantor, Lessee shall immediately select another Guarantor and obtain Lessor’s approval.

Joint and Several Guaranty. Each Supporting Guarantor hereby, jointly and severally, unconditionally guarantees, for the benefit of the Administrative Agent and the Creditors, the full and punctual payment of the obligations of the Parent Guarantor under this Agreement. Upon failure by the Parent Guarantor to pay punctually any such amount, each Supporting Guarantor shall forthwith on demand by the Administrative Agent pay the amount not so paid, in U. S. Dollars, in immediately available funds, directly to the Administrative Agent, at its address specified in or pursuant to this Agreement, or at such other place as the Administrative Agent shall direct, for application as provided in section 27.

Joint and Several Guaranty. Customer acknowledges that the transactions contemplated by this Amendment confer a substantial direct and indirect benefit to the Existing Borrowers and the Restricted Subsidiaries and that IBM Credit is relying on the joint and several guaranty of Customer in executing this Amendment. The Restricted Subsidiaries explicitly acknowledge and agree to be bound by Section 7.17 of the Agreement (Joint and Several Guaranty). Notwithstanding the foregoing, it is understood that the guaranty by the Restricted Subsidiaries of the Obligations of the Existing Borrowers shall not exceed the principal sum of Twenty Million Dollars ($20,000,000) minus the amount of funds, if any, borrowed by the Restricted Subsidiaries under the Credit Line established in this Amendment (such outstanding Obligations directly borrowed by or attributed to the Restricted Subsidiaries shall be referred to herein as the "Primary Obligations"). Such amount guaranteed shall be exclusive of interest, fees, and expenses of collection, it being expressly understood and agreed that the Restricted Subsidiaries shall be liable for the same. It is understood that the Obligations may from time to time exceed $20,000,000, without impairing or affecting the guaranty. The Restricted Subsidiaries' guaranty of the Obligations of the Existing Borrowers shall terminate upon the receipt by IBM Credit of (1) the payment by the Restricted Subsidiaries for all of the Primary Obligations, as provided in Section 14 hereof, and (2) the payment by the Existing Borrowers of any existing Shortfall (as defined in the Agreement) attributed to the Existing Borrowers.

Joint and Several Guaranty. Each of the Guarantors shall have executed and delivered to you a guaranty agreement with respect to the Notes (as amended from time to time, the "Joint and Several Guaranty"), in the form of Exhibit E.

Joint and Several Guaranty. If more than one (1) person and/or entity is executing this Guaranty, the liability of each Guarantor executing this Guaranty shall be joint and several and the term “Guarantor” shall mean each and all such Guarantors.

Joint and Several Guaranty. Each Indemnitor hereby guarantees to Travelers the full and punctual payment when due, as well as the performance, of all obligations and agreements of the Borrower hereunder and all obligations and agreements of the other Indemnitors hereunder, including without limitation all obligations and agreements arising from the issuance of any Bond, and including all obligations which would become due but for the operation of the automatic stay pursuant to Section 362 of the Bankruptcy Code and the operation of Sections 502 and 506(b) of the Bankruptcy Code. This guaranty is an absolute, unconditional and continuing guaranty of the full and punctual payment and performance of all of such obligations and not of their collectibility only and is in no way conditioned upon any requirement that Travelers first attempt to collect any of such obligations from the Borrower or any Indemnitor or resort to any collateral security or other means of obtaining payment. Should the Borrower or any other Indemnitor default in the payment or performance of any of its obligations or agreements hereunder, the obligations of each Indemnitor hereunder with respect to such obligations and agreements in default shall become immediately due and payable to Travelers, and performable for the benefit of Travelers, without demand or notice of any nature, all of which are expressly waived by each Indemnitor. Payments by the Indemnitors hereunder may be required by Travelers on any number of occasions. (a) Each of the obligations of the Indemnitors under this Agreement are joint and several. Travelers is authorized to settle with any one or more of the Indemnitors individually, and without reference to the others, and such settlement shall not bar or prejudice action against or affect the liability of the others, subject only to the limitation that Travelers shall be entitled to no more than a complete satisfaction of the obligations of the Indemnitors to Travelers. (b) Each Indemnitor hereby further agrees that, in the case of any extension of time of payment or renewal of any of the obligations owing to Travelers hereunder, the same will be promptly paid in full when due in accordance with the terms of such extension or renewal. (c) Notwithstanding any provision to the contrary contained herein, to the extent the obligations of an Indemnitor shall be adjudicated to be invalid or unenforceable for any reason (including, without limitation, because of any applicable state, provincial or Federa...