Parental Guarantee. Each TENANT listed on Page 1 of this LEASE must provide LANDLORD a legally binding parental or sponsor’s GUARANTEE in a form acceptable to LANDLORD in LANDLORD’s sole and absolute discretion. The GUARANTEE for each TENANT must be delivered to LANDLORD within 7 days of TENANT signing this LEASE. LANDLORD may cancel this LEASE at any time thereafter if TENANT does not provide the GUARANTEE to LANDLORD. TENANT will not be allowed to move-In without a complete LEASE file including the GUARANTEE. If TENANT does not have a signed GUARANTEE form, TENANT is still liable for all LEASE payments for the TERM. It is the LANDLORD’S option as to whether to accept the GUARANTEE or not. It is not the option of the TENANT as to whether or not to have the GUARANTEE completed and returned to LANDLORD.
Parental Guarantee. (a) Berkshire hereby unconditionally and irrevocably guarantees (the “Parental Guarantee”) NICO’s full and prompt payment and, in the case of the obligations set forth in (ii) below (the “Collateral Obligations”), performance when due of NICO’s obligations for: (i) the payment of all Ultimate Net Loss due and owing by NICO, pursuant to and in accordance with the applicable provisions of the Reinsurance Agreement, subject always to the Aggregate Limit; and (ii) the transfer and assignment of assets into the Trust Account when required, including upon the occurrence of a Collateral Triggering Event or a Reinsurance Credit Event, pursuant to and in accordance with the applicable provisions of the Reinsurance Agreement and the Trust Agreement (such obligations, collectively, the “Guaranteed Obligations”).
(b) Except as set forth in Article III, the Beneficiary shall be entitled to proceed against Berkshire under this Parental Guarantee Agreement only following the occurrence of a Trigger Event. If NICO, after any of the events listed under (i), (ii) or (iii) below (the “Trigger Events”) has occurred, has not timely paid (or, in the case of Collateral Obligations, performed) a Guaranteed Obligation within thirty (30) days after the due date of such Guaranteed Obligation, the Beneficiary may proceed directly and at once, upon written notice to NICO and Berkshire, against Berkshire to obtain payment (or, in the case of Collateral Obligations, performance) of the full amount or any portion of the Guaranteed Obligation that is then due and payable and has not been paid (or, in the case of Collateral Obligations, performed) by NICO, together with interest on any such payments at the Interest Rate accrued from the applicable due date until the date of such payment (“Interest”). Following the occurrence of a Trigger Event, the Beneficiary shall be entitled to so proceed directly against Berkshire without first proceeding against or joining NICO or any other Person. The Trigger Events are as follows:
(i) any dissolution, liquidation, conservation, rehabilitation, bankruptcy, statutory reorganization, receivership, compulsory composition or similar statutory or delinquency proceeding involving NICO;
(ii) a final arbitration award, court order, decision or judgment with no appeal or stay pending (A) has been issued against NICO in favor of a Reinsured under the Reinsurance Agreement or the Trust Beneficiaries or the Trust Beneficiaries’ Agent under the Trust Agreement an...
Parental Guarantee. (a) As of the date of this Agreement, the Guarantor has provided a guarantee to Purchaser for the benefit of the Purchaser with respect to the Seller’s obligations under Section 6.14.
(b) At Closing, the Seller will provide, or cause to be provided, a guarantee from the Guarantor to Purchaser for the benefit of the Purchaser in form attached as Exhibit 6.10 guaranteeing the obligations of the Seller under this Agreement.
Parental Guarantee. The obligations of Contractor under this Agreement shall be secured by a Guarantee in the form of Exhibit J-1 attached hereto and executed and delivered by the Guarantor. Contractor hereby represents and warrants that Guarantor is ***. From the Effective Date until Final Completion of each Xxxx 0 xxx xxx Xxxx 0 Xxxxxxxx, Xxxxxxxxxx shall, upon request of Owner, cause Guarantor to deliver to Owner (a) within *** Days following the end of each fiscal year, a copy of Guarantor’s annual report (or, if there is no such report, a copy of such report for its parent company) containing audited, consolidated financial statements for such fiscal year, and (b) within *** Days after the end of each of its first three fiscal quarters of each fiscal year, a copy of Guarantor’s quarterly report (or, if there is no such report, a copy of such report for its parent company) containing unaudited consolidated financial statements for such fiscal quarter. In all cases, the statements shall be prepared in accordance with generally accepted accounting principles. To the extent such quarterly reports are not available, upon the reasonable request of Owner in response to a credit event in the marketplace, Guarantor shall provide unaudited management financial information for such fiscal quarter.
Parental Guarantee. Each Party shall provide a parental guarantee simultaneously with the execution of an Implementation Agreement. Each Party’s provision of a parental guarantee for any Affiliate executing an Implementation Agreement under this Agreement shall be made in the same or substantially similar form as that of Exhibit N.1 (Supplier Guarantee) and Exhibit N.2 (Gap Guarantee), as applicable.
Parental Guarantee. Tenant agrees that his/her parent(s) will sign a Guarantee to ensure the enforcement of this lease. The Guarantee must be signed and returned within 10 days of the signing of the lease. If the Guarantee is not received by the Owners within 10 days, the Owners may exercise the option of invalidating the lease agreement.
Parental Guarantee. OrangeHook guarantees the prompt and satisfactory performance of obligations and responsibilities under the Agreement related to all financial obligations of Partner, including but not limited to, payment of damages, indemnification, or clawing-back of any Lenovo pre-payments to Partner related to the Minimum Monthly Usage Fee (as defined in Section 2.A. of Exhibit B) that have been in any manner cancelled by Customer in accordance with all the terms and conditions of the Agreement. Such payments are to be determined using the stipulated loss charts created at the time of Customer engagement. A draft stipulated loss chart will be designed and sent to LifeMed/OrangeHook for their edits and approval. If defaults in performance of its Financial Obligations occur, OrangeHook shall pay to Lenovo or Lenovo's Affiliate(s) all damages, costs and expenses that Lenovo or Lenovo Affiliate(s) are entitled to recover from Partner by reason of such default. This guaranty shall continue in force until all obligations of Partner under the Agreement have been completely discharged. OrangeHook shall not be discharged from liability under this guaranty as long as any claim by Lenovo or Lenovo Affiliate against Partner remains outstanding.
(2) Exhibit A, Section 3. Deal Specifics, Subsection ii. Exhibit A, Section 3. Deal Specifics, subsection ii is deleted in its entirety and replaced with the following:
Parental Guarantee obligations under this Agreement *** as Exhibit J-1. *** Date until Final Completion of each Xxxx 0 xxx xxx Xxxx 0 Xxxxxxxx, Xxxxxxxxxx shall, upon request of Owner, cause Guarantor to deliver to Owner (a) within *** Days following the end of each fiscal year, a copy of Guarantor’s annual report (or, if there is no such report, a copy of such report for its parent company) containing audited, consolidated financial statements for such fiscal year, and (b) within *** Days after the end of each of its first three fiscal quarters of each fiscal year, a copy of Guarantor’s quarterly report (or, if there is no such report, a copy of such report for its parent company) containing unaudited consolidated financial statements for such fiscal quarter. In all cases, the statements shall be prepared in accordance with generally accepted accounting principles. To the extent such quarterly reports are not available, upon the reasonable request of Owner in response to a credit event in the marketplace, Guarantor shall provide unaudited management financial information for such fiscal quarter.
Parental Guarantee. (a) Berkshire hereby unconditionally and irrevocably guarantees (the “Parental Guarantee”): (i) NICO’s full and prompt payment and, in the case of the obligations set forth in (B) and (C) below (the “Collateral Obligations”), performance when due of NICO’s obligations for: (A) the payment of all Reinsured Liabilities due and owing by NICO, pursuant to and in accordance with the applicable provisions of the Reinsurance Agreement, subject, in the case of Reinsured Liabilities arising from Ultimate Net Loss, to the Aggregate Limit; (B) the transfer and assignment of assets into the Trust Account when required, including upon the occurrence of a Collateral Triggering Event or a Reinsurance Credit Event, pursuant to and in accordance with the applicable provisions of the Reinsurance Agreement and the Trust Agreement; or (C) the establishment, funding and maintenance of additional trust accounts and/or other collateral when required upon the occurrence of a Reinsurance Credit Event, pursuant to and in accordance with the applicable provisions of the Reinsurance Agreement and the Trust Agreement (such obligations, collectively, the “NICO Guaranteed Obligations”); and
Parental Guarantee. Parent hereby fully, irrevocably and unconditionally guarantees to Buyer the full and timely payment of all present and future obligations and liabilities required to be paid or reimbursed by Seller under this Agreement when due, whether by acceleration or otherwise, or (if earlier) at the xxxx Xxxxxx becomes the subject of bankruptcy or other insolvency proceedings, however arising (collectively, the “Obligations”). At the time any payment is due from Seller to Buyer under this Agreement, Parent agrees to pay, or cause to be paid, the amount due promptly. This is a guarantee of payment, and not of collection, and Parent acknowledges and agrees that such guarantee is full and unconditional. Parent hereby waives, for the benefit of Buyer, to the fullest extent permitted by Applicable Law, any defenses or benefits that may be derived from or afforded by Applicable Law or in equity which limit the Liability of or exonerate guarantors or sureties; provided, however, that Parent does not waive, and shall be entitled to the benefit of, (i) any such defense that is available to Seller, and (ii) any defense derived from or afforded by the Obligations having been paid in full. For the avoidance of doubt, the payment of an Obligation by Parent shall be deemed to satisfy Seller’s obligation to pay such Obligation under this Agreement to the extent of such payment by Parent. The guarantee provided for in this Section 6.18 shall terminate upon the full payment, performance, observation and discharge of the Obligations.
