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: Revolving Credit, Term Loan, Guaranty and Security Agreement (Dril-Quip Inc), Revolving Credit, Term Loan, Guaranty and Security Agreement (Dril-Quip Inc), Revolving Credit, Term Loan, Guaranty and Security Agreement (Dril-Quip Inc)
Keepwell. If it Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, 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 its Guaranty and the other 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 Qualified ECP Guarantor’s obligations and undertakings under this Section 6.15, or otherwise under this Agreement or any Other Document, 10.21 voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Loan Party Guarantor under this Section 6.15 10.21 shall remain in full force and effect until payment in full of the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and termination of this Agreement and the Other Documentsperformed in full. Each Qualified ECP Loan Party Guarantor intends that this Section 6.15 to 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, 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 8 contracts
Samples: Credit Agreement (Chicago Bridge & Iron Co N V), Credit Agreement (Chicago Bridge & Iron Co N V), Revolving Credit Agreement (Chicago Bridge & Iron Co 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 (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 8 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 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 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 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 4 contracts
Samples: Credit Agreement (Vertex, Inc.), 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 '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 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: Revolving Credit and Security Agreement (ARKO Corp.), Revolving Credit and Security Agreement (ARKO Corp.), Revolving Credit and Security Agreement (Williams Industrial Services 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 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 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 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 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 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), Revolving Credit Facility (Sun Hydraulics 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 8.11 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 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: Incremental Facility Amendment to Credit Agreement (Cadre Holdings, Inc.), Credit Agreement (Cadre Holdings, Inc.), Credit Agreement (Cadre 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 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), Revolving Credit and Security Agreement (Great Lakes Dredge & Dock CORP)
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: Second Lien Credit Agreement, Second Lien Credit Agreement (TransFirst Inc.), First Lien Credit Agreement (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: Revolving Credit and Security Agreement (Quantum Corp /De/), Revolving Credit and Security Agreement (Quantum Corp /De/), Revolving Credit and 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 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: Revolving Credit, Term Loan and Security Agreement (Quality Gold Holdings, Inc.), Revolving Credit and Security Agreement (Invacare Corp), Revolving 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), Revolving Credit Facility (MSA Safety Inc), Revolving Credit Facility (MSA Safety Inc)
Keepwell. If it Each Borrower that is a Qualified ECP Guarantor at the time the joint and several liability of any Specified Loan Party (pursuant to Section 2.24 or 2.25, if applicable), or the Guaranty or the grant of a Lien 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 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 Borrower’s obligations and undertakings under this Section 6.15, or otherwise under this Agreement or any Other Document, Article X voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Loan Party Borrower under this Section 6.15 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 Borrower intends that this Section 6.15 to constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, 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: Credit Agreement (Asbury Automotive Group Inc), Credit Agreement (Asbury Automotive Group Inc), Credit Agreement (Asbury Automotive 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 8.1.9 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), Credit Agreement (Ii-Vi 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 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), Credit 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 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 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 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)(II1a(18(A)(v)(II) of the CEA.
Appears in 2 contracts
Samples: Export Import Revolving Credit, Guaranty and Security Agreement (Dasan Zhone Solutions Inc), Revolving Credit, Term Loan, Guaranty and Security Agreement (Dasan Zhone Solutions 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: Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De), Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De)
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 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 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 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: Revolving Credit Facility (Stoneridge Inc), Credit Agreement (Stoneridge 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: Guaranty (Inland Real Estate Income Trust, Inc.), Guaranty of Payment and Recourse Obligations (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-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, 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: Revolving Credit and Security Agreement (Perma-Pipe International Holdings, Inc.), Revolving Credit and Security Agreement (Perma-Pipe International Holdings, 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 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 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 2 contracts
Samples: Credit Agreement (Crocs, Inc.), Credit Agreement (Crocs, 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 (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), Revolving Credit Facility (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-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: Revolving Credit, Term Loan and Security Agreement (A.S.V., LLC), Revolving Credit, Term Loan and Security Agreement (Manitex International, 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 8.1.9 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 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 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 PartyParty (defined below), 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 20 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1520, 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 20 shall remain in full force and effect until payment in full the earlier of (a) all of the Obligations (excluding contingent obligations as to which no claim has been made) and all other amounts payable under this Agreement shall have been paid in full and all Commitments have terminated or expired or been cancelled, and (b) the release or termination of this Agreement and the Other Documentsguarantee by such Qualified ECP Loan Party pursuant to Section 17 hereof. Each Qualified ECP Loan Party intends that this Section 6.15 20 constitute, and this Section 6.15 20 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.Commodity Exchange Act. “Qualified ECP Loan Party” means, in respect of any Swap Obligation, each Loan Party that has total assets exceeding $10,000,000 at the time the relevant Guaranty or grant of the
Appears in 2 contracts
Samples: Revolving Credit Agreement (Uber Technologies, Inc), Revolving Credit Agreement (Uber Technologies, 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), Revolving Credit and Security Agreement (Virco MFG Corporation)
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: Revolving Credit, Term Loan and Security Agreement (Drilling Tools International Corp), Revolving Credit, Security and Guaranty Agreement (ROC Energy Acquisition 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 6.11 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: Revolving Credit and Security Agreement (Green Plains Inc.), Revolving Credit and Security Agreement (Green Plains 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 8.1.14 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.), 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, 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: Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De), Revolving Credit, Term Loan and 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-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 DocumentsTermination Date. 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)(II) of the CEA.
Appears in 2 contracts
Samples: Revolving Credit and Security Agreement and Guaranty (Viant Technology Inc.), Revolving Credit and Security Agreement and Guaranty (Viant Technology 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 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: Revolving Credit and Security Agreement (Keane Group, Inc.), Revolving Credit and Security Agreement (Keane Group, 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 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 will only be liable under this Section 6.15 4.29 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.154.29, 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 shall 4.29 will 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 4.29 constitute, and this Section 6.15 shall be 4.29 is 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: Construction and Mini Perm Loan Agreement (HMG Courtland Properties Inc), Construction Loan Agreement (Investors Real Estate Trust)
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, [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: Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De), Revolving Credit, Term 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 Secured Hedging 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 Secured Hedging 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 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 7.11 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 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)(II1a(18(A)(v)(II)) of the CEA.
Appears in 2 contracts
Samples: Credit Agreement (Peabody Energy Corp), Credit Agreement (Peabody Energy Corp)
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: Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De), Revolving Credit, Term 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 (ai) 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 (bii) 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 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 8.1.10 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 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 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 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 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 and Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (SMTC 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 of the Obligations and termination of this Agreement and the Other DocumentsPayment In Full. 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 1 contract
Samples: Credit Agreement (Triumph Group Inc)
Keepwell. If it the Company or any other Loan Party is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, the Company and each such 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 6.22 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.22, or otherwise under this Agreement or any Other other Loan Document, voidable under Applicable Lawapplicable Laws, including Applicable Law applicable Laws 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 6.22 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 other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 6.22 constitute, and this Section 6.15 6.22 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 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 Hedging 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 Hedging 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 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 6.19 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 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 or Guarantor for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 1 contract
Samples: Business Loan and Security Agreement (ICF International, 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 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 DocumentsObligations. 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)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Build-a-Bear Workshop 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 DocumentsObligations. 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)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Build a Bear Workshop 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 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 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 1 contract
Samples: Credit Agreement (Glatfelter P H 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-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.
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: Revolving Credit, Term Loan and Security 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 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 8.1.14 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 1 contract
Keepwell. If it a Loan Party is a Qualified ECP Loan Party, then such Loan Party 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 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 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 6.25 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.156.25, or otherwise under this Agreement or any Other Document, voidable under Applicable LawLaws, including Applicable Law Laws 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 6.25 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 6.25 constitute, and this Section 6.15 6.25 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 1 contract
Samples: Debt Agreement (Castle a M & Co)
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-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
Samples: Replacement Guaranty of Payment and Recourse Obligations (Inland Real Estate Income Trust, Inc.)
Keepwell. If The Borrower, if it is a Qualified ECP Loan Party, then jointly and severallyhereby absolutely, together with each other Qualified ECP Loan Partyunconditionally, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all liabilities under Swap Obligations Agreement(s) 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 or Swap Obligations Agreement (provided, however, that each if the Borrower is a Qualified ECP Loan Party Party, it shall only be liable under this Section 6.15 9.22 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.159.22, 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 the Borrower under this Section 6.15 9.22 shall remain in full force and effect until indefeasible payment in full of the Obligations and termination of this Agreement and the Other DocumentsLoans. Each Qualified ECP Loan Party The Borrower intends that this Section 6.15 9.22 constitute, and this Section 6.15 9.22 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)(II1(a)(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Credit Agreement (Lincoln Educational Services 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 6.13 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 1 contract
Samples: Revolving Credit and 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-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 7.1.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.157.1.9, 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 7.1.9 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 7.1.9 constitute, and this Section 6.15 7.1.9 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 Each Borrower that is a Qualified ECP Guarantor at the time the joint and several liability of any Specified Loan Party (pursuant to Section 2.24 or 2.25, if applicable), or the Guaranty or the grant of a Lien 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 169 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 Borrower’s obligations and undertakings under this Section 6.15, or otherwise under this Agreement or any Other Document, Article X voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Loan Party Borrower under this Section 6.15 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 Borrower intends that this Section 6.15 to constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, 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 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 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 1 contract
Samples: Revolving Credit and Security Agreement (ARKO 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 '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 1 contract
Samples: 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-Non Qualifying Party’s obligations under this Agreement 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 4.36 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.154.36, or otherwise under this Agreement 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 4.36 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Loan Documents. Each Qualified ECP Loan Party intends that this Section 6.15 4.36 constitute, and this Section 6.15 4.36 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 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 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 for all purposes of Section 1a(18)(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Finish Line Inc /In/)
Keepwell. If it Each Borrower that is a Qualified ECP Guarantor at the time the joint and several liability of any Specified Loan Party (pursuant to Section 2.24 or 2.25, if applicable), or the Guaranty or the grant of a Lien 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 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 Borrower’s obligations and undertakings under this Section 6.15, or otherwise under this Agreement or any Other Document, Article X voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Loan Party Borrower under this Section 6.15 shall remain in full force and effect until payment the 177177 Obligations have been indefeasibly paid and performed in full of the Obligations and termination of this Agreement and the Other Documentsfull. Each Qualified ECP Loan Party Borrower intends that this Section 6.15 to constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, 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 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 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 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)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Revolving Credit, Guaranty and Security Agreement (Babcock & Wilcox Enterprises, Inc.)
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.
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 8.1.13 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 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 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 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 1 contract
Samples: Credit Agreement (Foster L B Co)
Keepwell. If it is a Each Qualified ECP Loan Party, then Guarantor 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 its guarantee 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 Qualified ECP Guarantor's obligations and undertakings under this Section 6.15, or otherwise under this Agreement or any Other Document, 11.24 voidable under Applicable Law, including Applicable Law applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Loan Party Guarantor under this Section 6.15 11.24 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 Guarantor intends that this Section 6.15 11.24 constitute, and this Section 6.15 11.24 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.
(l) The Original Loan Agreement and the other Loan Documents are hereby amended to change the address of the Loan Parties to: 000 Xxxxxx Xxxxx Xxxx, Xxxxx 000, Xxxxxx, Xxxxx 00000.
Appears in 1 contract
Samples: Loan and Security Agreement (Fieldpoint Petroleum Corp)
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
Samples: Replacement Guaranty of Payment and Recourse Obligations (Inland Real Estate Income Trust, Inc.)
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 1 contract
Samples: Credit Agreement (MSA Safety 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 guarantee 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 undertake 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 Credit Document in respect of CEA Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 8.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.12, or otherwise under this Agreement or any Other 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 8.12 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other other Credit Documents. Each Qualified ECP Loan Party intends that this Section 6.15 8.12 constitute, and this Section 6.15 8.12 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 for all purposes of Section 1a(18)(A)(v)(II1a(18(A)(v)(II) of the CEA.
Appears in 1 contract
Samples: Credit Agreement (Keane Group, 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
Samples: Asset Based Revolving Credit Agreement (C&J Energy Services, 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.”
(d) Clause (vi) of Section 8.2.4 of the Credit Agreement shall be amended and restated in its entirety as follows:
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, 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 8.1.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.158.1.11, 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 8.1.11 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 constitute8.1.11 constitutes, and this Section 6.15 8.1.11 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 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 Subject to Section 2.24(b)(xii) hereof, 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.”
(j) Section 7.1(b) of the Credit Agreement is hereby amended and restated to read in its entirety as follows:
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Twist Beauty S.a r.l. & Partners S.C.A.)
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.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Ampco Pittsburgh 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 NonQualifying 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
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 1 contract
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 13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.1513, 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 13 shall remain in full force and effect until payment all of the Secured Obligations and all other amounts payable under this Agreement shall have been paid in full in cash, all Letters of the Obligations and termination of this Agreement Credit shall have expired or been terminated and the Other DocumentsCommitments shall have expired or been terminated. Each Qualified ECP Loan Party intends that this Section 6.15 13 constitute, and this Section 6.15 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 CEACommodity Exchange Act.
Appears in 1 contract
Samples: Pledge and Security Agreement (Ocwen Financial 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 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 1 contract
Samples: Revolving Credit and Security Agreement (Quantum Corp /De/)
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.
Appears in 1 contract
Samples: Senior Secured Credit Agreement (Griffin-American Healthcare REIT III, 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 Specified Loan Party’s obligations under this Agreement or any Other Document and the other Loan Documents in respect of Swap Hedging Obligations (provided, however, that each Qualified ECP Loan Party Guarantor shall only be liable under this Section 6.15 2.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, 2.12 or otherwise under this Agreement or any Other Document, 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 2.12 shall remain in full force and effect until payment all the Guaranteed Obligations (other than contingent indemnification obligations not yet due and Bank Product Debt) are paid in full (or, in the case of Letters of Credit, cash collateralized in accordance with the terms of the Obligations and termination of this Agreement Credit Agreement) and the Other DocumentsCommitments are terminated. Each Qualified ECP Loan Party Guarantor intends that this Section 6.15 2.12 constitute, and this Section 6.15 2.12 shall be deemed 11 CHAR2\1571985v3 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)(IIla(18)(A)(v)(II) of the CEACommodity Exchange Act.
Appears in 1 contract
Samples: Guaranty Agreement (Blackbaud 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 8.1.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, 8.1.12 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: Revolving Credit Facility (New Jersey Resources Corp)
