Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 9 contracts
Samples: Guaranty and Security Agreement (Dril-Quip Inc), Security Agreement (Dril-Quip Inc), Security Agreement (Dril-Quip Inc)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 6 contracts
Samples: Credit Agreement (Steel Partners Holdings L.P.), Credit Agreement (Hallador Energy Co), Credit Agreement (Hallador Energy Co)
Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 12.24 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1512.24, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 12.24 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 12.24 constitute, and this Section 6.15 12.24 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 6 contracts
Samples: Financing Agreement (Xponential Fitness, Inc.), Financing Agreement (Xponential Fitness, Inc.), Financing Agreement (Xponential Fitness, Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 9.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.159.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 9.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 9.1.10 constitute, and this Section 6.15 9.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 5 contracts
Samples: Credit Agreement (Mastech Digital, Inc.), Credit Agreement (Mastech Digital, Inc.), Credit Agreement (Mastech Digital, Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.13, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.13 constitute, and this Section 6.15 8.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 5 contracts
Samples: Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp)
Keepwell. If it is a Each Qualified ECP Loan Party, then Guarantor hereby jointly and severallyseverally absolutely, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each other Loan Party to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document the Guarantees in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party Guarantor shall only be liable under this Section 6.15 10.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1510.09, or otherwise under this Agreement or any Other Documentthe Guarantees, as it relates to such Loan Party, voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party Guarantor under this Section 6.15 shall remain in full force and effect until payment in full a Discharge of the Obligations and termination of this Agreement and the Other DocumentsGuaranteed Obligations. Each Qualified ECP Loan Party Guarantor intends that this Section 6.15 10.09 constitute, and this Section 6.15 10.09 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(IISection1a(18)(A)(v)(II) of the CEACommodity Exchange Act. Limitation on Guarantees by Excluded Subsidiaries. Notwithstanding anything in this Agreement to the contrary, with respect to each of the Borrower and any Additional Borrower that is organized under the law of the United States (or any state thereof) and that is treated as a United States person for U.S. federal income tax purposes, no Excluded Subsidiary of the type specified in clause (b) of the definition thereof with respect to such Applicable Borrower will guarantee the Obligations of such Applicable Borrower.
Appears in 5 contracts
Samples: Credit Agreement (Horizon Therapeutics Public LTD Co), Credit Agreement (Horizon Therapeutics Public LTD Co), Credit Agreement (Horizon Therapeutics Public LTD Co)
Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 12.25 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1512.25, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 12.25 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 12.25 constitute, and this Section 6.15 12.25 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 4 contracts
Samples: Credit Agreement (Funko, Inc.), Credit Agreement (Funko, Inc.), Credit Agreement (Funko, Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 4 contracts
Samples: Credit Agreement (K12 Inc), Credit Agreement (Pegasystems Inc), Credit Agreement (Sun Hydraulics Corp)
Keepwell. If it is a Each of Hyatt and each Qualified ECP Loan Party, then Guarantor hereby jointly and severallyseverally absolutely, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each other Credit Party to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party Guarantor shall only be liable under this Section 6.15 9.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.159.11, or otherwise under this Agreement or any Other DocumentGuaranty, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each of Hyatt and each Qualified ECP Loan Party Guarantor under this Section 6.15 9.11 shall remain in full force and effect until payment all Guarantied Credit Party Obligations and any other amounts payable under this Section 9 are indefeasibly paid in full in cash and any Commitments of the Obligations and termination of this Agreement Lenders or facilities provided by the Lenders and the Other DocumentsIssuing Lenders with respect to the Guarantied Credit Party Obligations are terminated. Each of Hyatt and each Qualified ECP Loan Party Guarantor intends that this Section 6.15 9.11 constitute, and this Section 6.15 9.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 4 contracts
Samples: Credit Agreement (Hyatt Hotels Corp), Credit Agreement (Hyatt Hotels Corp), Credit Agreement (Hyatt Hotels Corp)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.13, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.13 constitute, and this Section 6.15 8.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 4 contracts
Samples: Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.18 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.18, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.18 shall remain in full force and effect until payment in full Payment In Full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.18 constitute, and this Section 6.15 8.1.18 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 4 contracts
Samples: Credit Agreement (Triumph Group Inc), Credit Agreement (Triumph Group Inc), Credit Agreement (Triumph Group Inc)
Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 11.07 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1511.07, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 11.07 shall remain in full force and effect until payment in full (or written release and discharge) of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 11.07 constitute, and this Section 6.15 11.07 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 4 contracts
Samples: Financing Agreement (Alj Regional Holdings Inc), Financing Agreement (Alj Regional Holdings Inc), Financing Agreement (Alj Regional Holdings Inc)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Secured Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Secured Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 5.21 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.155.21, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 5.21 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 5.21 constitute, and this Section 6.15 5.21 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II)) of the CEACommodity Exchange Act.
Appears in 4 contracts
Samples: Credit Agreement (Koppers Holdings Inc.), Credit Agreement (Koppers Holdings Inc.), Credit Agreement (Koppers Holdings Inc.)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.13 shall remain in full force and effect until payment the Payment in full Full of the Obligations Obligations, the termination of the Commitments and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.13 constitute, and this Section 6.15 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 4 contracts
Samples: Credit and Security Agreement (ARKO Corp.), Credit and Security Agreement (ARKO Corp.), Security Agreement (Williams Industrial Services Group Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.11, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable applicable Law, including Applicable applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.11 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other DocumentsFacility Termination Date. Each Qualified ECP Loan Party intends that this Section 6.15 8.11 constitute, and this Section 6.15 8.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 3 contracts
Samples: Credit Agreement (TWFG, Inc.), Credit Agreement (TWFG, Inc.), Credit Agreement (TWFG, Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Guarantor hereby jointly and severallyseverally absolutely, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each Specified Loan Party to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party Guarantor shall only be liable under this Section 6.15 7.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.157.10, or otherwise under this Agreement or any Other DocumentAgreement, as it relates to such Specified Loan Party, voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party Guarantor under this Section 6.15 7.10 shall remain in full force and effect until the payment in full in cash of the Secured Obligations (other than (i) contingent obligations for indemnity, expense reimbursement, tax gross-up or yield protection for which no claim has been made and termination of this Agreement and (ii) Secured Obligations under Other Secured Agreements to the Other Documentsextent not currently due). Each Qualified ECP Loan Party Guarantor intends that this Section 6.15 7.10 constitute, and this Section 6.15 7.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Specified Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 3 contracts
Samples: Credit Agreement (Perspecta Inc.), Credit Agreement (Perspecta Inc.), Credit Agreement (Perspecta Inc.)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.14, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.14 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.14 constitute, and this Section 6.15 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 3 contracts
Samples: Security Agreement (Quality Gold Holdings, Inc.), Credit and Security Agreement (Invacare Corp), Credit and Security Agreement (Invacare Corp)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party hereby jointly and severallyseverally absolutely, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Nonnon-Qualifying Qualified ECP Loan Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), ) and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each other Loan Party in order for such Loan Party to honor all of such Non-Qualifying Party’s its guaranty obligations under this Agreement Agreement, or any Other Document other Loan Documents, in each case, in respect of Swap Obligations of a Loan Party (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 7.1.10 [Keepwell] for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.157.1.10 [Keepwell], or otherwise under this Agreement or any Other Loan Document, as it relates to such other Loan Parties, voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 7.1.10 [Keepwell] shall remain in full force and effect until payment performance in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each The Qualified ECP Loan Party intends Parties intend that this Section 6.15 constitute7.1.10 [Keepwell] constitutes, and this Section 6.15 7.1.10 [Keepwell] shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 3 contracts
Samples: Credit Agreement (MSA Safety Inc), Credit Agreement (MSA Safety Inc), Credit Agreement (MSA Safety Inc)
Keepwell. If it is a Each Qualified ECP Loan Party, then Guarantor hereby jointly and severallyseverally absolutely, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each other Loan Party to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document each applicable Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party Guarantor shall only be liable under this Section 6.15 7.02 for the maximum amount of such liability that can be hereby or thereby incurred without rendering its obligations under this Section 6.157.02, or otherwise under this Agreement or any Other Documentsuch Guaranty, voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party Guarantor under this Section 6.15 shall remain in full force and effect until payment in full a discharge or release of the Obligations (i) Guaranteed Obligations, (ii) the “Guaranteed Obligations” (as defined in the Foreign Subsidiary Guaranty), (iii) the “Guaranteed Obligations” (as defined in the US Subsidiary Guaranty), and termination of this Agreement and the Other Documents(iv) all guaranteed obligations under each other Guaranty. Each Qualified ECP Loan Party Guarantor intends that this Section 6.15 constitute7.02 constitutes, and this Section 6.15 7.02 shall be deemed to constituteconstitutes, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 3 contracts
Samples: Syndicated Facility Agreement (Sealed Air Corp/De), Reaffirmation Agreement (Sealed Air Corp/De), Syndicated Facility Agreement (Sealed Air Corp/De)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.9, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.9 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.9 constitute, and this Section 6.15 8.1.9 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 3 contracts
Samples: Credit Agreement (Ii-Vi Inc), Credit Agreement (Gentex Corp), Continuing Agreement (Ii-Vi Inc)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other DocumentsFacility Termination Date. Each Qualified ECP Loan Party intends that this Section 6.15 8.10 constitute, and this Section 6.15 8.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 3 contracts
Samples: Credit Agreement (Cadre Holdings, Inc.), Credit Agreement (Cadre Holdings, Inc.), Credit Agreement (Cadre Holdings, Inc.)
Keepwell. If it Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, then becomes effective with respect to any Swap Obligation, hereby jointly and severally, together with each other Qualified ECP Loan Partyabsolutely, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document and the other Loan Documents in respect of such Swap Obligations Obligation (provided, however, that each Qualified ECP Loan Party Guarantor shall only be liable under this Section 6.15 2.07 for up to the maximum amount of such liability that can be hereby incurred without rendering its such Qualified ECP Guarantor’s obligations under this Section 6.152.07, or otherwise under this Agreement or any Other DocumentAgreement, voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party Guarantor under this Section 6.15 shall remain in full force and effect with respect to such Qualified ECP Guarantor until payment in full of the Obligations and termination of this Agreement and or the Other Documentsrelease of such Guarantor in accordance with Section 4.13. Each Qualified ECP Loan Party Guarantor intends that this Section 6.15 2.07 constitute, and this Section 6.15 2.07 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of of, each other Borrower and Guarantor Specified Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 3 contracts
Samples: www.sec.gov, Credit Agreement (TransFirst Inc.), TransFirst Inc.
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.13 shall remain in full force and effect until payment the Payment in full Full of the Obligations and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.13 constitute, and this Section 6.15 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower Loan Party and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 3 contracts
Samples: Credit and Security Agreement (Quantum Corp /De/), Credit and Security Agreement (Quantum Corp /De/), Security Agreement (Quantum Corp /De/)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s 's obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 3 contracts
Samples: Revolving Credit and Security Agreement (Great Lakes Dredge & Dock CORP), Revolving Credit and Security Agreement (Great Lakes Dredge & Dock CORP), Credit and Security Agreement (Great Lakes Dredge & Dock CORP)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.14, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.14 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.14 constitute, and this Section 6.15 8.1.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II)) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Koppers Holdings Inc.), Assignment and Assumption Agreement (Koppers Holdings Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Guarantor hereby jointly and severallyseverally absolutely, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each other Credit Party to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall Guarantor will only be liable under this Section 6.15 7.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.157.14, or otherwise under this Agreement or any Other DocumentGuaranty, voidable under Applicable Law, including Applicable applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party Guarantor under this Section 6.15 shall 7.14 will remain in full force and effect until payment the Obligations have been paid in full and the Revolving Credit Commitments will have terminated, and all Loans or other Obligations hereunder which are accrued and payable have been paid or satisfied and all Letters of Credit will have expired (without any pending drawing) or have been cancelled or cash collateralized in accordance with the Obligations and termination terms of this Agreement and the Other DocumentsAgreement. Each Qualified ECP Loan Party Guarantor intends that this Section 6.15 7.14 constitute, and this Section 6.15 shall 7.14 will be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 2 contracts
Samples: Credit and Guaranty Agreement (Bioventus Inc.), Credit and Guaranty Agreement (Bioventus Inc.)
Keepwell. If it is a Qualified ECP Loan PartyThe U.S. Parent Borrower hereby absolutely, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document the Loan Documents in respect of such Swap Obligations Obligation (providedbut, howeverin each case, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for up to the maximum amount of such liability that can be hereby incurred without rendering its such the U.S. Parent Borrower’s obligations and undertakings under this Section 6.15, or otherwise under this Agreement or any Other Document, 12.27 voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount)) and without limitation of the foregoing, the U.S. Parent Borrower hereby absolutely, unconditionally and irrevocably guarantees the payment and performance by each Specified Loan Party of its obligations under the Loan Documents with respect to all Swap Obligations. The obligations and undertakings of each Qualified ECP Loan Party the U.S. Parent Borrower under this Section 6.15 12.27 shall remain in full force and effect until payment in full of the Obligations have been indefeasibly paid and termination of this Agreement and the Other Documentsperformed in full. Each Qualified ECP Loan Party The U.S. Parent Borrower intends that this Section 6.15 12.27 to constitute, and this Section 6.15 12.27 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of of, each other Borrower and Guarantor Specified Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 2 contracts
Samples: Abl Credit Agreement (Univar Inc.), Abl Credit Agreement (Univar Inc.)
Keepwell. If (a) Borrower represents that it is a Qualified ECP Loan Credit Party, then jointly and severally, together with each other Qualified ECP Loan Party, . Borrower hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by of each Non-Qualifying Loan Party (it being understood other than the Borrower) and agreed that this guarantee is a guaranty of payment absolutely, unconditionally and not of collection), and (b) irrevocably undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each Benefitting Loan Party in order for such Benefitting Loan Party to honor all of such Non-Qualifying Party’s its obligations (without giving effect to Section 9.25(b)) under this the Guaranty Agreement or any Other Document in including obligations with respect of to Swap Obligations Agreements (provided, however, that each Qualified ECP Loan Party Borrower shall only be liable under this Section 6.15 9.25(a) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.159.25(a), or otherwise under this Agreement or any Other Loan Document, as it relates to such Benefitting Loan Party, voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party the Borrower under this Section 6.15 9.25(a) shall remain in full force and effect until payment all Obligations are paid in full to the Lenders, the Administrative Agent and all Swap Providers, and all of the Obligations and termination of this Agreement and the Other DocumentsLenders’ Commitments are terminated. Each Qualified ECP Loan Party The Borrower intends that this Section 6.15 9.25(a) constitute, and this Section 6.15 9.25(a) shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Benefitting Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 2 contracts
Samples: Guaranty Agreement (Frank's International N.V.), Credit Agreement (Frank's International N.V.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (subject to the limitations on its Guarantee under its Subsidiary Guaranty and provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.14, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.14 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other DocumentsFacility Termination Date. Each Qualified ECP Loan Party intends that this Section 6.15 8.14 constitute, and this Section 6.15 8.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Factset Research Systems Inc), Credit Agreement (Factset Research Systems Inc)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Non- Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.13 constitute, and this Section 6.15 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Guaranty Agreement (Drilling Tools International Corp), Guaranty Agreement (ROC Energy Acquisition Corp.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 [Keepwell] for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10 [Keepwell], or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 [Keepwell] shall remain in full force and effect until payment Payment in full Full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 [Keepwell] constitute, and this Section 6.15 8.1.10 [Keepwell] shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Stoneridge Inc), Credit Agreement (Stoneridge Inc)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Revolving Credit and Security Agreement (Virco MFG Corporation), Credit and Security Agreement (Virco MFG Corporation)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 [Keepwell] for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10 [Keepwell], or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 [Keepwell] shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 [Keepwell] constitute, and this Section 6.15 8.1.10 [Keepwell] shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Stoneridge Inc), Credit Agreement (Stoneridge Inc)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment Payment in full of the Obligations Full and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement and Security Agreement (Paylocity Holding Corp), Credit Agreement (Paylocity Holding Corp)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all CEA Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of CEA Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.10, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.10 constitute, and this Section 6.15 6.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Security Agreement (Keane Group, Inc.), Security Agreement (Keane Group, Inc.)
Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 12.25 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1512.25, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 12.25 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 12.25 constitute, and this Section 6.15 12.25 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEACEA .
Appears in 2 contracts
Samples: Financing Agreement (Funko, Inc.), Financing Agreement (Funko, Inc.)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.14, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.14 shall remain in full force and effect until payment the Payment in full Full of the Obligations Obligations, the termination of the Commitments and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.14 constitute, and this Section 6.15 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit and Security Agreement (Perma-Pipe International Holdings, Inc.), Security Agreement (Perma-Pipe International Holdings, Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Hallador Energy Co), Credit Agreement (Vertex, Inc.)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, each Borrower hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Non- Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Security Agreement (PHI Group, Inc./De), Security Agreement (PHI Group, Inc./De)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.18 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.18, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.18 shall remain in full force and effect until payment in full Payment In Full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.18 constitute, and this Section 6.15 8.1.18 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Triumph Group Inc), Credit Agreement (Triumph Group Inc)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full Payment In Full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Johnson Outdoors Inc), Credit Agreement (Johnson Outdoors Inc)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.12 [Keepwell] for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.12 [Keepwell], or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.12 [Keepwell] shall remain in full force and effect until payment Payment in full Full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.12 [Keepwell] constitute, and this Section 6.15 8.1.12 [Keepwell] shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Meridian Bioscience Inc), Credit Agreement (Meridian Bioscience Inc)
Keepwell. If it is a Each Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Partyhereby absolutely, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying other Loan Party hereunder to honor all of such Non-Qualifying Loan Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.157.11, or otherwise under this Agreement or any Other DocumentAgreement, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 7.11 shall remain in full force and effect for so long as this Agreement shall remain in effect and until payment the Commitments have been terminated and the principal of and premium, if any, and interest on each Loan, all Fees and all other expenses or amounts payable under any Loan Document (including all of the Guaranteed Obligations) shall have been paid in full of the Obligations and termination of this Agreement and the Other Documents(other than contingent indemnification obligations). Each Qualified ECP Loan Party intends that this Section 6.15 7.11 constitute, and this Section 6.15 7.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 2 contracts
Samples: Credit Agreement (Merge Healthcare Inc), Credit Agreement (Merge Healthcare Inc)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, each Borrower hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, 118 [PHI Group] Revolving Credit, Term Loan and Security Agreement voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Loan and Security Agreement (PHI Group, Inc./De), Loan and Security Agreement (PHI Group, Inc./De)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.9, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.9 shall remain in full force and effect until payment in full Payment In Full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.9 constitute, and this Section 6.15 8.1.9 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II)) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Foster L B Co), Credit Agreement (Foster L B Co)
Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 12.23 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1512.23, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 12.23 shall remain in full force and effect until payment in full Payment In Full (or written release and discharge) of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 12.23 constitute, and this Section 6.15 12.23 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 2 contracts
Samples: Financing Agreement (Harvard Bioscience Inc), Financing Agreement (Ezcorp Inc)
Keepwell. If The Guarantor and each other Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably irrevocably: (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), ) and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement Guaranty or any Other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 Paragraph 24 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15Paragraph 24, or otherwise under this Agreement Guaranty or any Other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 Paragraph 24 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement Guaranty and the Other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 Paragraph 24 constitute, and this Section 6.15 Paragraph 24 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Inland Real Estate Income Trust, Inc., Inland Real Estate Income Trust, Inc.
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.11, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.11 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.11 constitute, and this Section 6.15 6.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit and Security Agreement (Green Plains Inc.), Credit and Security Agreement (Green Plains Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, subject to Section 10.18 (if applicable), (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 7.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.157.1.13, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable applicable Law, including Applicable applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 7.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 7.1.13 constitute, and this Section 6.15 7.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II)) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Glatfelter Corp), Fourth Restatement Agreement (Glatfelter Corp)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.14, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.14 shall remain in full force and effect until payment in full in cash of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.14 constitute, and this Section 6.15 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower Loan Party and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Security Agreement (A.S.V., LLC), Security Agreement (Manitex International, Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Partyhereby absolutely, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying other Loan Party hereunder to honor all of such Non-Qualifying Loan Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 9.08 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.159.08, or otherwise under this Agreement or any Other DocumentAgreement, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 9.08 shall remain in full force and effect until payment all of the Guaranteed Obligations and all other amounts payable under this Agreement shall have been paid in full of the Obligations in cash (other than contingent indemnification obligations (including costs and termination of this Agreement and the Other Documentsexpenses related thereto) not then payable for which no claim has been asserted). Each Qualified ECP Loan Party intends that this Section 6.15 9.08 constitute, and this Section 6.15 9.08 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 2 contracts
Samples: Credit Agreement (Polycom Inc), Credit Agreement (Polycom Inc)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, each Loan Party hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Security Agreement (PHI Group, Inc./De), Security Agreement (PHI Group, Inc./De)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 10.19 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1510.19, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 10.19 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 10.19 constitute, and this Section 6.15 10.17 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and each Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (International Money Express, Inc.), Credit Agreement (Fintech Acquisition Corp. II)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, each Borrower hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Loan and Security Agreement (PHI Group, Inc./De), Loan and Security Agreement (PHI Group, Inc./De)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.. 107
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Non- Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.18 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.18, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.18 shall remain in full force and effect until payment Payment in full Full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.18 constitute, and this Section 6.15 6.18 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA..
Appears in 1 contract
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.9, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.9 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.9 constitute, and this Section 6.15 6.9 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.13, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.13 constitute, and this Section 6.15 8.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Term Loan Credit Agreement (New Jersey Resources Corp)
Keepwell. If it is a Qualified ECP Loan Credit Party, then jointly and severally, together with each other Qualified ECP Loan Credit Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Credit Party shall only be liable under this Section 6.15 for the maximum 104 amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Credit Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Credit Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and constitute a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Credit Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Guarantor hereby jointly and severallyseverally absolutely, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each other Loan Party to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document each applicable Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party Guarantor shall only be liable under this Section 6.15 7.02 for the maximum amount of such liability that can be hereby or thereby incurred without rendering its obligations under this Section 6.157.02, or otherwise under this Agreement or any Other Documentsuch Guaranty, voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party Guarantor under this Section 6.15 shall remain in full force and effect until payment in full a 146 Sealed Air – 4th A&R Syndicated Facility Agt discharge or release of the Obligations (i) Guaranteed Obligations, (ii) the “Guaranteed Obligations” (as defined in the Foreign Subsidiary Guaranty), (iii) the “Guaranteed Obligations” (as defined in the US Subsidiary Guaranty), and termination of this Agreement and the Other Documents(iv) all guaranteed obligations under each other Guaranty. Each Qualified ECP Loan Party Guarantor intends that this Section 6.15 constitute7.02 constitutes, and this Section 6.15 7.02 shall be deemed to constituteconstitutes, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 12.24 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1512.24, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 12.24 shall remain in full force and effect until payment in full Payment In Full (or written release and discharge) of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 12.24 constitute, and this Section 6.15 12.24 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 1 contract
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s 's obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.19 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.19, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.19 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.19 constitute, and this Section 6.15 6.19 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If The Guarantor and each other Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably irrevocably: (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), ) and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement Guaranty or any Other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 Paragraph 25 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15Paragraph 25, or otherwise under this Agreement Guaranty or any Other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 Paragraph 25 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement Guaranty and the Other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 Paragraph 25 constitute, and this Section 6.15 Paragraph 25 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 7.1.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.157.1.14, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 7.1.14 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 7.1.14 constitute, and this Section 6.15 7.1.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Credit Agreement (Covance Inc)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Credit Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 10.19 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1510.19, or otherwise under this Agreement or any Other Credit Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 10.19 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Credit Documents. Each Qualified ECP Loan Party intends that this Section 6.15 10.19 constitute, and this Section 6.15 10.19 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor the Subsidiary Guarantors for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Credit Agreement (STG Group, Inc.)
Keepwell. If it is a Qualified ECP Loan Credit Party, then jointly and severally, together with each other Qualified ECP Loan Credit Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), ) and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other Document in respect of Swap Obligations Obligations; (provided, however, that each Qualified ECP Loan Credit Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Credit Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Credit Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Qualified ECP Loan Obligated Party, then jointly and severally, together with each other Qualified ECP Loan Obligated Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Obligated Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Obligated Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Obligated Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of of, as applicable, Borrower and each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations (other than (i) contingent indemnification obligations to the extent no claim giving rise thereto has been asserted and (ii) Letters of Credit so long as Agent has received the cash collateral with respect to the Letters of Credit to the extent required pursuant to this Agreement) and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower Loan Party and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Collateral Pledge Agreement (Universal Logistics Holdings, Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.. 8.2
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party) hereby absolutely, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non- Qualifying Party’s obligations under this the Credit Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.18 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.18, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.18 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.18 constitute, and this Section 6.15 8.18 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.12, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.12 shall remain in full force and effect until payment the Payment in full of the Obligations and termination of this Agreement and the Other DocumentsFull. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.12 constitute, and this Section 6.15 8.1.12 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Credit Agreement (Crocs, Inc.)
Keepwell. If The Guarantor and each other Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably irrevocably: (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), ) and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement Guaranty or any Other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 Paragraph 23 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15Paragraph 23, or otherwise under this Agreement Guaranty or any Other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 Paragraph 23 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement Guaranty and the Other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 Paragraph 23 constitute, and this Section 6.15 Paragraph 23 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 11.07 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1511.07, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 11.07 shall remain in full force and effect until payment in full (or written release and discharge) of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 11.07 constitute, and this Section 6.15 11.07 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
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Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Credit Agreement (Shotspotter, Inc)
Keepwell. If it is a Each Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Partyhereby absolutely, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying other Loan Party hereunder to honor all of such Non-Qualifying Loan Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.157.11, or otherwise under this Agreement or any Other DocumentAgreement, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 7.11 shall remain in full force and effect for so long as this Agreement shall remain in effect and until payment the Commitments have been terminated and the principal of and premium, if any, and interest on each Loan, all Fees and all other expenses or amounts payable under any Loan Document (including all of the Guaranteed Obligations) shall have been paid in full (other than contingent indemnification obligations) and all Letters of Credit have been canceled or have expired and all amounts drawn thereunder have been reimbursed in full (except to the Obligations and termination of extent Cash Collateralized in accordance with this Agreement and the Other DocumentsAgreement). Each Qualified ECP Loan Party intends that this Section 6.15 7.11 constitute, and this Section 6.15 7.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
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Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Non- Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.13 constitute, and this Section 6.15 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower Loan Party and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Cca Industries Inc
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Non- Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Credit Agreement (Ferroglobe PLC)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.9, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.9 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.9 constitute, and this Section 6.15 8.1.9 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.. 8.1.10
Appears in 1 contract
Samples: Credit Agreement (Gentex Corp)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA. 11. Anti-Terrorism Laws.
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Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.12, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.12 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.12 constitute, and this Section 6.15 8.1.12 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II)) of the CEA."
Appears in 1 contract
Samples: Credit Agreement (Ii-Vi Inc)
Keepwell. If it is a Qualified ECP Loan PartyGuarantor, then jointly and severally, together with each other Qualified ECP Loan PartyGuarantor, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party Guarantor shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15Section, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable applicable Law, including Applicable applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party Guarantor under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party Guarantor intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and constitute a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.. Table of Contents
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.10, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.10 shall remain in full force and effect until payment in full Payment In Full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.10 constitute, and this Section 6.15 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment Payment in full Full of the Obligations and termination of this Agreement and the Other DocumentsObligations. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Daseke, Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.13, or otherwise under this Agreement or any Other other Loan 118 NAI-1540997189v1 Document, voidable under Applicable applicable Law, including Applicable applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other DocumentsFacility Termination Date. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.13 constitute, and this Section 6.15 8.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a "“keepwell, support, or other agreement"” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Non‑Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.11, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable applicable Law, including Applicable applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.11 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other DocumentsFacility Termination Date. Each Qualified ECP Loan Party intends that this Section 6.15 8.11 constitute, and this Section 6.15 8.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II)) of the CEA.
Appears in 1 contract
Keepwell. If it is a Each Qualified ECP Loan Party, then Keepwell Provider hereby jointly and severallyseverally absolutely, together with each other Qualified ECP Loan Partyunconditionally, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each other Loan Party to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document guarantee in respect of any Swap Obligations Obligation (provided, however, that each Qualified ECP Loan Party Keepwell Provider shall only be liable under this Section 6.15 2.8 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.152.8, or otherwise under this Agreement or any Other Documentguarantee, voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party Keepwell Provider under this Section 6.15 2.8 shall remain in full force and effect until all the Borrower Obligations and the obligations of each Guarantor under the guarantee contained in this Section 2 shall have been satisfied by payment in full (other than unasserted contingent indemnification obligations and, in the absence of a Default or Event of Default, obligations under or in respect of Specified Swap Agreements or Specified Cash Management Agreements), no Letter of Credit shall be outstanding and the Commitments shall be terminated, notwithstanding that from time to time during the term of the Obligations and termination of this Credit Agreement and the Other DocumentsBorrower may be free from any Borrower Obligations. Each Qualified ECP Loan Party Keepwell Provider intends that this Section 6.15 2.8 constitute, and this Section 6.15 2.8 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Advent Software Inc /De/)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.9, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.9 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other DocumentsFacility Termination Date. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.9 constitute, and this Section 6.15 8.1.9 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.19 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.19, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.19 shall remain in full force and effect until payment Payment in full Full of the Obligations and termination of this Agreement and the Other DocumentsObligations. Each Qualified ECP Loan Party intends that this Section 6.15 6.19 constitute, and this Section 6.15 6.19 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Keepwell. If it is a (a) Each Qualified ECP Loan Party, then U.S. Obligations Guarantor hereby jointly and severallyseverally absolutely, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying each other U.S. Loan Party and each U.S. Restricted Subsidiary that has executed a Guarantee, as the case may be, to honor all of such Non-Qualifying Party’s its obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party U.S. Obligations Guarantor shall only be liable under this Section 6.15 4.16(a) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.154.16(a), or otherwise under this Agreement Agreement, as it relates to such other U.S. Loan Party or any Other DocumentU.S. Restricted Subsidiary that has executed a Guarantee, voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party U.S. Obligations Guarantor under this Section 6.15 4.16(a) shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documentspursuant to Section 4.12(a). Each Qualified ECP Loan Party U.S. Obligations Guarantor intends that this Section 6.15 4.16(a) constitute, and this Section 6.15 4.16(a) shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower Loan Party and Guarantor each other Restricted Subsidiary that has executed a Guarantee for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
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Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
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Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely absolutely, unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
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Samples: Term Loan Credit and Guaranty Agreement (New Enterprise Stone & Lime Co., Inc.)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.14, or otherwise under this Agreement or any Other Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.14 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.14 constitute, and this Section 6.15 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.”
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Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Non‑Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.11, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable applicable Law, including Applicable applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.11 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other DocumentsFacility Termination Date. Each Qualified ECP Loan Party intends that this Section 6.15 8.11 constitute, and this Section 6.15 8.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
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Keepwell. If it a Loan Party is a Qualified ECP Loan Partyan Eligible Contract Participant, then jointly and severally, together with each other Qualified ECP Loan PartyEligible Contract Participant, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Hedge Obligations owing by each Non-Qualifying Loan Party that is not an Eligible Contract Participant (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Loan Party that is not an Eligible Contract Participant to honor all of such Non-Qualifying Loan Party’s 's obligations under this Agreement or any Other other Loan Document in respect of Swap Hedge Obligations (provided, however, that each Qualified ECP Loan Party Eligible Contract Participant shall only be liable under this Section 6.15 35 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1535, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party Eligible Contract Participant under this Section 6.15 35 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party Eligible Contract Participant intends that this Section 6.15 35 constitute, and this Section 6.15 35 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and each other Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEACommodity Exchange Act.
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Samples: Senior Secured Credit Agreement (Griffin-American Healthcare REIT III, Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, subject to Section 10.18 (if applicable), (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 7.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.157.1.13, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 7.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 7.1.13 constitute, and this Section 6.15 7.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
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Samples: Credit Agreement (Glatfelter P H Co)
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely absolutely, unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 5.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.155.15, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 5.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 5.15 constitute, and this Section 6.15 5.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Term Loan Credit and Guaranty Agreement (New Enterprise Stone & Lime Co., Inc.)
Keepwell. If it is a Each Qualified ECP Loan Party, then Party jointly and severally, severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Non Qualifying Party’s obligations under this Agreement or any Other other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.1.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.15, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 8.1.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.1.15 constitute, and this Section 6.15 8.1.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor Loan Party for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.”
Appears in 1 contract
Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying NonQualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 6.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 6.13 shall remain in full force and effect until payment the Payment in full Full of the Obligations and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.13 constitute, and this Section 6.15 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower Loan Party and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
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Samples: Revolving Credit and Security Agreement (Quantum Corp /De/)
