Limitation on Guaranties. The Borrower shall not, and shall not permit any of its Restricted Subsidiaries to, at any time Guaranty, assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (i) a guarantyGuaranty by endorsement of negotiable instruments for collection or deposit in the ordinary course of business, or (ii) Guaranties permitted pursuant to Section 7.1, or (iii) as may be contained in any Loan Document including, without limitation, any Restricted Subsidiary Guaranty, or (iv) Investments permitted under Section 7.6 in the form of Guaranties, or (v) Guaranties by the Borrower of obligations of its Restricted Subsidiaries (other than Indebtedness) not prohibited by this Agreement, or (vi) Guaranties by any Restricted Subsidiary of the Borrower of obligations of any other Restricted Subsidiary of the Borrower not prohibited hereunder, or (vii) Guaranties of Capital Leases and real property leases entered into by Borrower or any of its Restricted Subsidiaries.
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Sources: Amendment and Restatement Agreement (Whole Earth Brands, Inc.)
Limitation on Guaranties. The Borrower Borrowers shall not, and shall ------------------------ not permit any of its the Restricted Subsidiaries to, at any time Guaranty, assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (ia) a guarantyGuaranty guaranty by endorsement of negotiable instruments for collection or deposit in the ordinary course of business, (b) obligations under agreements of either Borrower or any of the Restricted Subsidiaries entered into in connection with Acquisitions permitted under this Agreement, leases of real property or the acquisition or furnishing of services, supplies and equipment in the ordinary course of business of either Borrower or any of the Restricted Subsidiaries, (iic) Guaranties of Indebtedness incurred as permitted pursuant to Section 7.17.1 hereof, or (iiid) as may be contained in any Loan Document including, without limitation, any Restricted Subsidiary Guaranty, or (iv) Investments permitted under Section 7.6 in the form of Guaranties, or (v) Guaranties by the Borrower of obligations of its Restricted Subsidiaries (other than Indebtedness) not prohibited by this Agreement, or (vi) Guaranties by any Restricted Subsidiary of the Borrower of obligations of any other Restricted Subsidiary of the Borrower not prohibited hereunder, or (viie) Guaranties of Capital Leases and real property leases entered into by Borrower the "Obligations" under the Parent Loan Agreement or any of its Restricted Subsidiariesthe ATS Facility B Loan Agreement.
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Limitation on Guaranties. The Borrower shall not, and shall not permit any of its Restricted Subsidiaries to, at any time Guaranty, assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (i) a guarantyGuaranty guaranty by endorsement of negotiable instruments for collection or deposit in the ordinary course of business, or (ii) Guaranties permitted pursuant to Section 7.1, or (iii) as may be contained in any Loan Document including, without limitation, any Restricted Subsidiary Guaranty, or (iv) Investments permitted under Section 7.6 in the form of Guaranties, or (v) Guaranties by the Borrower of obligations of its Restricted Subsidiaries (other than Indebtedness) not prohibited by this Agreement, or (vi) Guaranties by any Restricted Subsidiary of the Borrower of obligations of any other Restricted Subsidiary of the Borrower not prohibited hereunder, or (vii) Guaranties of Capital Leases and real property leases entered into by Borrower or any of its Restricted Subsidiaries.
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Limitation on Guaranties. The Borrower Borrowers shall not, and shall ------------------------ not permit any of its the Restricted Subsidiaries to, at any time Guaranty, assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (ia) a guarantyGuaranty guaranty by endorsement of negotiable instruments for collection or deposit in the ordinary course of business, (b) obligations under agreements of either Borrower or any of the Restricted Subsidiaries entered into in connection with Acquisitions permitted under this Agreement, leases of real property or the acquisition or furnishing of services, supplies and equipment in the ordinary course of business of either Borrower or any of the Restricted Subsidiaries, (iic) Guaranties of Indebtedness incurred as permitted pursuant to Section 7.17.1 hereof, or (iiid) as may be contained in any Loan Document including, without limitation, any Restricted Subsidiary Guaranty, or (iv) Investments permitted under Section 7.6 in the form of Guaranties, or (v) Guaranties by the Borrower of obligations of its Restricted Subsidiaries (other than Indebtedness) not prohibited by this Agreement, or (vi) Guaranties by any Restricted Subsidiary of the Borrower of obligations of any other Restricted Subsidiary of the Borrower not prohibited hereunder, or (viie) Guaranties of Capital Leases and real property leases entered into by Borrower the "Obligations" under the Parent Loan Agreement or any of its Restricted Subsidiariesthe ATS Facility A Loan Agreement.
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Limitation on Guaranties. The Borrower Borrowers shall not, and shall ------------------------ not permit any of its the Restricted Subsidiaries to, at any time Guaranty, assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (ia) a guarantyGuaranty guaranty by endorsement of negotiable instruments for collection or deposit in the ordinary course of business, (b) obligations under agreements of any Borrower or any of the Restricted Subsidiaries entered into in connection with Acquisitions permitted under this Agreement, leases of real property or the acquisition or furnishing of services, supplies and equipment in the ordinary course of business of any Borrower or any of the Restricted Subsidiaries, (iic) Guaranties of Indebtedness incurred as permitted pursuant to Section 7.17.1 hereof (other than Section 7.1(f) and (j) hereof), or (iiid) as may be contained in any Loan Document including, without limitation, any Restricted Subsidiary Guaranty, or (iv) Investments permitted under Section 7.6 in the form of Guaranties, or (v) Guaranties by the Borrower of obligations of its Restricted Subsidiaries (other than Indebtedness) not prohibited by this Agreement, or (vi) Guaranties by any Restricted Subsidiary of the Borrower of obligations of any other Restricted Subsidiary of the Borrower not prohibited hereunder, or (vii) Guaranties of Capital Leases and real property leases entered into by Borrower or any of its Restricted Subsidiaries.
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Limitation on Guaranties. The Borrower shall not, ------------------------ and shall not permit any of its Restricted Subsidiaries Consolidated Entities or Unconsolidated Entities to, at any time Guaranty, or assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (ia) obligations under any Loan Document, (b) obligations under agreements to indemnify Persons who have issued bid or performance bonds or letters of credit issued in lieu of such bonds in the ordinary course of business of such Person securing performance by such Person of activities otherwise permissible hereunder and only on behalf of the Borrower, its Consolidated Entities or the Unconsolidated Entities, (c) a guarantyGuaranty Guaranty by endorsement of negotiable instruments for collection or deposit in the ordinary course of business, or (iid) Guaranties with respect to environmental matters on any Property, (e) recourse Indebtedness permitted pursuant to Section 7.1hereunder, (f) Guaranties of completion or performance obligations, (iiig) as may be contained in any Loan Document includingobligations of the Borrower, without limitation, any Restricted Subsidiary Guaranty, its Consolidated Entities or (iv) Investments Unconsolidated Entities which are permitted under Section 7.6 in the form of Guaranties, or (v) Guaranties by the Borrower of obligations of its Restricted Subsidiaries (other than Indebtedness) not prohibited by this Agreement, or (vih) Guaranties by any Restricted Subsidiary existing as of the Borrower of obligations of any other Restricted Subsidiary Agreement Date, and (i) Guaranties in favor of the Borrower not prohibited hereunderBorrower, an Unconsolidated Entity or (vii) Guaranties of Capital Leases and real property leases entered into by Borrower or any of its Restricted Subsidiariesa Consolidated Entity.
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Limitation on Guaranties. The Borrower shall notIncur, and shall not permit create, assume or suffer to exist any Guaranty (including any obligation as a general partner of its Restricted Subsidiaries toa partnership or as a joint venturer of a joint venture in respect of Indebtedness of such partnership or joint venture), at any time Guarantyeither directly or indirectly, assume, be obligated with respect toexcept:
(a) performance guarantees in the ordinary course of business under guild agreements, or permit to be outstanding any Guaranty ofsuppliers, any obligation talent, licensees or laboratories which are providing services in connection with the production, acquisition, distribution or exploitation of any other Person other than Picture by or for a Credit Party;
(ib) a guarantyGuaranty by the endorsement of negotiable instruments for deposit or collection or deposit in the ordinary course of business, or ;
(iic) the Guaranties permitted made by the Guarantors pursuant to Section 7.1, or Article 9 hereof;
(iiid) as may be contained in existing Guaranties listed on Schedule 6.3 hereto and any Loan Document including, without limitation, extensions and renewals thereof acceptable to the Administrative Agent;
(e) any Restricted Subsidiary Guaranty, or (iv) Investments permitted under Section 7.6 in the form of Guaranties, or (v) Guaranties Guaranty by the Borrower of obligations of its Restricted Subsidiaries (other than Indebtedness) not prohibited by this Agreement, or (vi) Guaranties by any Restricted Subsidiary of the Borrower of obligations of any other Restricted Subsidiary of its Subsidiaries;
(f) customary Guaranties in connection with participations and deferments;
(g) Guaranties related to items of expense properly included in the Borrower not prohibited hereunder, or Production Cost of a Qualifying Picture; and
(viih) Guaranties of Capital Leases and real property leases entered into by obligations that the Borrower or a Guarantor could have incurred directly as a primary obligor without violating the terms of any of its Restricted SubsidiariesFundamental Documents.
Appears in 1 contract
Sources: Credit, Security, Guaranty and Pledge Agreement (Idt Corp)
Limitation on Guaranties. The Borrower shall not, and shall ------------------------ not permit any of its Restricted Subsidiaries Subsidiary to, at any time Guaranty, assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (ia) a guarantyGuaranty guaranty by endorsement of negotiable instruments for collection or deposit in the ordinary course of business, (b) obligations under agreements of any Restricted Subsidiary entered into in connection with Acquisitions permitted under this Agreement, leases of real property or the acquisition or furnishing of services, supplies and equipment in the ordinary course of business of any Restricted Subsidiary, (iic) Guaranties of Indebtedness incurred as permitted pursuant to Section 7.17.1 hereof, or (iiid) as may be contained in any Loan Document including, without limitation, any Restricted Subsidiary Guaranty, or (ive) Investments Guaranties required or permitted under Section 7.6 in the form of Guaranties, ATS Facility A Loan Agreement or (v) Guaranties by the Borrower of obligations of its Restricted Subsidiaries (other than Indebtedness) not prohibited by this ATS Facility B Loan Agreement, or (vi) Guaranties by any Restricted Subsidiary of the Borrower of obligations of any other Restricted Subsidiary of the Borrower not prohibited hereunder, or (vii) Guaranties of Capital Leases and real property leases entered into by Borrower or any of its Restricted Subsidiaries.
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