Liabilities of Others. Borrower shall not (nor shall it permit any of its Consolidated Subsidiaries to) assume, guarantee, become liable as a surety, endorse, contingently agree to purchase, or otherwise be or become liable, directly or indirectly (including, but not limited to, by means of a maintenance agreement, an asset or stock purchase agreement, or any other agreement designed to ensure any creditor against loss), for or on account of the obligation of any Person, except: (a) by the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of the Borrower’s or any Consolidated Subsidiary’s business; (b) guarantees made from time to time, whether in existence on the Closing Date or made subsequent thereto, among Borrower and its Consolidated Subsidiaries; provided that guarantees in support of Cofina by Borrower and its Consolidated Subsidiaries (other than Cofina) shall not exceed in the aggregate (x) $500,000,000.00 minus (y) the amount of loans or advances by Borrower and such Consolidated Subsidiaries to Cofina under Section 12.6(c) and Investments by Borrower and such Consolidated Subsidiaries in Cofina under Section 12.8(g); and (c) guarantees made from time to time, whether in existence on the Closing Date or made subsequent thereto, by Borrower and its Consolidated Subsidiaries in the ordinary course of their respective businesses with respect to the liabilities and obligations of other Persons (other than Cofina), provided, however, that the aggregate amount of all indebtedness guaranteed under this clause (c) shall not exceed $500,000,000.00 in the aggregate.
Liabilities of Others. Borrower will not assume, guarantee, endorse or otherwise become directly or contingently liable in connection with any obligation of any other Person.
Liabilities of Others. Borrower shall not (nor shall it permit any of its Subsidiaries to) assume, guarantee, become liable as a surety, endorse, contingently agree to purchase, or otherwise be or become liable, directly or indirectly (including, but not limited to, by means of a maintenance agreement, or any other agreement designed to ensure any creditor against loss), for or on account of the obligation of any Person (other than the Bank Debt), except (a) by the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of the Borrower’s or any Subsidiary’s business, (b) the guarantee of the obligations of Borrower’s wholly owned Subsidiaries, (c) guarantees by any Subsidiary of the indebtedness of Borrower under the Senior Unsecured Notes, the Senior Subordinated Notes, the Xxxxxxx Loan and the Xxxxxx Loan; provided that each such Subsidiary also executes a guaranty reasonably satisfactory in form and substance to the Administrative Agent guaranteeing all of Borrower’s obligations under this Credit Agreement, the Notes, and all other Loan Documents; and (d) without duplication of clauses (b) or (c), guarantees made from time to time by Borrower and its Subsidiaries in the ordinary course of their respective businesses; provided, however, that the aggregate amount of all indebtedness guaranteed at any time under this clause (d) shall not exceed $20,000,000 in the aggregate (which amount shall automatically increase to $40,000,000.00 upon the date that Borrower acquires 100% of the Gold Xxxx Stock).
Liabilities of Others. Borrower shall not (nor shall it permit any of its Restricted Subsidiaries to) assume, guarantee, become liable as a surety, endorse, contingently agree to purchase, or otherwise be or become liable, directly or indirectly (including, but not limited to, by means of a maintenance agreement, an asset or stock purchase agreement, or any other agreement designed to ensure any creditor against loss), for or on account of the obligation of any Person, except: (a) by the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of the Borrower’s or any Restricted Subsidiary’s business; and (b) guarantees made from time to time, whether in existence on the Closing Date or made subsequent thereto, by Borrower and its Restricted Subsidiaries in the ordinary course of their respective businesses with respect to the liabilities and obligations of Persons including National Cooperative Refinery Association (“NCRA”); provided, however, that the aggregate amount of all indebtedness guaranteed under this clause (b) shall not exceed $150,000,000.00 in the aggregate.
Liabilities of Others. 51 13.6 Loans...............................................................51 13.7 Merger; Acquisitions; Business Form; Etc............................51 13.8 Investments.........................................................52 13.9 Transactions With Related Parties...................................53 13.10 Patronage Refunds, etc.............................................53 13.11 Change in Fiscal Year..............................................53 13.12 ERISA..............................................................54 13.13 Anti-Terrorism Law.................................................54 ARTICLE 14. INDEMNIFICATION..................................................54
Liabilities of Others. Borrower shall not (nor shall it permit any of its Restricted Subsidiaries to) assume, guarantee, become liable as a surety, endorse, contingently agree to purchase, or otherwise be or become liable, directly or indirectly (including, but not limited to, by means of a maintenance agreement, an asset or stock purchase agreement, or any other agreement designed to ensure any creditor against loss), for or on account of the obligation of any Person, except (a) by the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of the Borrower's or any Restricted Subsidiary's business, and (b) guarantees made from time to time by Borrower and its Restricted Subsidiaries in the ordinary course of their respective businesses; provided, however, that the aggregate amount of all indebtedness guaranteed under clause (b) above shall not exceed $100,000,000 in the aggregate.
Liabilities of Others. 52 13.6 Dividends, Repurchases and Distributions; Subordinated Debt............................ 52 13.7 Merger................................................................................. 53 13.8 Loans, Advances and Investments........................................................ 53 13.9 Property and Services from Guarantor................................................... 54
Liabilities of Others. Except for instruments endorsed for collection in the ordinary course of business of the Divisions, Seller, with respect to the business of the Divisions, is not liable under or for, or a party to, or an endorser, guarantor, surety, co-xxxxxx, co maker or indemnitor of any contract, agreement, commitment or obligation of any other person, corporation or entity.
Liabilities of Others. Borrower shall not (nor shall it permit any of its Restricted Subsidiaries to) assume, guarantee, become liable as a surety, endorse, contingently agree to purchase, or otherwise be or become liable, directly or indirectly (including, but not limited to, by means of a maintenance agreement, an asset or stock purchase agreement, or any other agreement designed to ensure any creditor against loss), for or on account of the obligation of any Person, except: (a) by the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of the Borrower’s or any Restricted Subsidiary’s business; and (b) guarantees made from time to time, whether in existence on the Closing Date or made subsequent thereto, by Borrower and its Restricted Subsidiaries in the ordinary course of their respective businesses with respect to the liabilities and obligations of Persons including National Cooperative Refinery Association (“NCRA”), provided, however, that the aggregate amount of all indebtedness guaranteed under this clause (b) shall not exceed $500,000,000.00 in the aggregate.
1.9 Subsection 14.1(i) is amended in its entirety to read as follows:
(i) The occurrence of an “Event of Default” under the Term Loan Agreement or the Revolving Loan Credit Agreement.
Liabilities of Others. Borrower shall not assume, guarantee, become liable as a surety, endorse, contingently agree to purchase, or otherwise be or become liable, directly or indirectly (including, but not limited to, by means of a maintenance agreement, an asset or stock purchase agreement, or any other agreement designed to ensure any creditor against loss), for or on account of the obligation of any Person, except (a) by the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of the Borrower’s business; (b) those liabilities to be assumed under the Asset Purchase Agreement between Gaiam, Inc. and GT Brands LLC, GT Merchandising & Licensing LLC, Gym Time, LLC, BSBP Productions LLC, and GoodTimes Entertainment LLC, dated July 8, 2005 (“GoodTimes Agreement”); (c) up to an aggregate of $10,000,000.00 in connection with acquisitions permitted pursuant to Section 10.5 hereof; and (d) subject to the limitations contained in Section 10.1(f) hereof, guarantees made from time to time by Borrower in the ordinary course of its business.
