Provisions of Guaranty Sample Clauses

Provisions of Guaranty a. Guarantors hereby unconditionally guarantee to the Beneficiaries full and prompt payment of any Recapture Obligation that may be determined to be due from either or both of the Mortgagee and the Authority to HUD as a result of the occurrence of one or more of the events described in Section 1 above. b. Notwithstanding anything contrary in this Guaranty, the Guarantors’ total liability under this Guaranty shall be limited to any amounts that the Owner collectively receives under the NSP2 Loan prior to and during the entire term of this Guaranty, plus all fees, costs and expenses incurred by the Beneficiaries, acting together or individually, in connection with the enforcement of this Guaranty, including, without limit, attorneys’ fees. c. If the Guarantors fail to perform any of their obligations under this Guaranty, the Guarantors shall be responsible for any and all damages resulting to the Beneficiaries from such breach. Furthermore, the Guaranty made hereunder is of payment and not of collection, and the Guarantors waive any right to require that any action be brought against any other person liable for performance or payment of any of the Owner’s obligations or that resort first be had to any other security. d. Upon an the occurrence of one of the events described in Section 1 above that results in a Recapture Obligation, Guarantors shall be fully obligated to pay all amounts outstanding pursuant to the Recapture Obligation. The Guarantors shall pay, on demand by the Beneficiaries, together or individually, any and all expenses (including, without limitation, attorneys’ fees) incurred by the Beneficiaries, together or individually, in the enforcement of this Guaranty. In any right of action that may accrue to the Beneficiaries by reason of any obligations guaranteed hereunder, the Beneficiaries may, at their option, proceed against (a) each Guarantor individually, without having first proceeded against the other, or (b) all Guarantors, collectively. Prior to filing an action against a Guarantor, the Beneficiaries will give the Guarantors a reasonable period of notice with an opportunity to cure any failure to perform as required, which shall be at least 30 days except in case of emergency. If the Guarantors fail to pay any amount owing under this Guaranty, the Beneficiaries shall have all of the rights and remedies provided by law or under any other agreement. These rights and remedies shall be cumulative and not exclusive. The Beneficiaries may app...
Sample 1
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Provisions of Guaranty a. If the Guarantors fail to perform any of its obligations under this Guaranty, the Guarantors shall be responsible for any and all damages resulting to the Corporation from such breach. b. This is a joint and several guarantee of performance and not of collection. The Guarantors waive any right to require that any action be brought against any other person (including a Guarantor) liable for performance or payment of any obligations or that resort first be made to any other security. c. Prior to filing an action against the Guarantors, the Corporation will give the Guarantors a reasonable period of notice with an opportunity to cure any failure to perform as required, which shall be at least 30 days except in case of emergency. If the Guarantors fail to pay any amount owing under this Guaranty, the Corporation shall have all of the rights and remedies provided by law or under any other agreement relating to the HTF Loan. These rights and remedies shall be cumulative and not exclusive.
Sample 1
Provisions of Guaranty. If the Guarantors fail to perform any of its obligations under this Guaranty, the Guarantors shall be responsible for any and all damages resulting to ADFA from such breach. This is a joint and several guarantee of performance and not of collection. The Guarantors waive any right to require that any action be brought against any other person (including a Guarantor) liable for performance or payment of any obligations or that resort first be made to any other security. Prior to filing an action against the Guarantors, ADFA will give the Guarantors a reasonable period of notice with an opportunity to cure any failure to perform as required, which shall be at least 30 days except in case of emergency. If the Guarantors fail to pay any amount owing under this Guaranty, ADFA shall have all of the rights and remedies provided by law or under any other agreement relating to the HOME Loan. These rights and remedies shall be cumulative and not exclusive.
Sample 1
Provisions of Guaranty a. If the Guarantors fail to perform any obligations under this Guaranty, the Guarantors shall be responsible for any and all damages resulting to the Corporation from such breach. b. This is a joint and several guarantee of payment and not of collection. The Guarantors waive any right to require that any action be brought against any other person (including a Guarantor) liable for performance or payment of any obligations or that resort first be made to any other security. c. Upon the occurrence of an Event of Default under the Loan Documents that results in Owner becoming liable for a Repayment Obligation, Guarantors shall be fully obligated to pay all amounts outstanding pursuant to the Repayment Obligation. In addition, the Guarantors shall pay, on demand by the Corporation, any and all expenses (including, without limitation, attorneys’ fees) incurred by the Corporation in the enforcement of this Guaranty. d. Prior to filing an action against a Guarantor, the Corporation will give the Guarantors a reasonable period of notice with an opportunity to cure any failure to perform as required, which shall be at least thirty (30) days except in case of emergency. If the Guarantors fail to pay any amount owing under this Guaranty, the Corporation shall have all of the rights and remedies provided by law or under any other agreement relating to the HTF Loan. These rights and remedies shall be cumulative and not exclusive. The Corporation may apply monies received by it and representing repayment of the Repayment Obligation from any source.
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Provisions of Guaranty 
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Related to Provisions of Guaranty

  • Limitation of Guaranty Any term or provision of this Guaranty or any other Loan Document to the contrary notwithstanding, the maximum aggregate amount for which any Guarantor shall be liable hereunder shall not exceed the maximum amount for which such Guarantor can be liable without rendering this Guaranty or any other Loan Document, as it relates to such Guarantor, subject to avoidance under applicable Requirements of Law relating to fraudulent conveyance or fraudulent transfer (including the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act and Section 548 of title 11 of the United States Code or any applicable provisions of comparable Requirements of Law) (collectively, “Fraudulent Transfer Laws”). Any analysis of the provisions of this Guaranty for purposes of Fraudulent Transfer Laws shall take into account the right of contribution established in Section 2.3 and, for purposes of such analysis, give effect to any discharge of intercompany debt as a result of any payment made under the Guaranty.

  • Release of Guaranties Prior to the Closing Date, Seller and Buyer shall cooperate and shall use their respective reasonable best efforts to, effective as of the Closing Date, terminate or cause to be terminated, in each case without obligation or liability on the part of Seller or any of its Affiliates (other than the Sold Companies) (collectively, the "Seller Guarantors"), or cause Buyer or one of its Affiliates to be substituted for such Seller Guarantor, in respect of all liabilities and obligations of the Seller Guarantors under guarantees of or relating primarily to obligations or liabilities (including under any Contract or letter of credit or relating to any Leased Real Property) of the Business and the Sold Companies, including those listed on Schedule 5.13 (the "Guaranties"). In the event the foregoing actions are not completed by the Closing Date, then Buyer shall indemnify and hold harmless the Seller Guarantors from and against all Losses incurred by any such Person as a result of such failure and from and against any continuing obligations and liabilities under any such Guaranties, except for Losses arising from any acts or omissions of a Seller Guarantor. Moreover, Seller and Buyer shall continue to cooperate and use their respective reasonable best efforts to terminate as provided above, or cause Buyer or one of its Affiliates to be substituted in all respects for the Seller Guarantors in respect of, all obligations of the Seller Guarantors under any such Guaranties, and Buyer shall (a) indemnify and hold harmless the Seller Guarantors for any amounts which become payable under such Guaranties after Closing and (b) not and shall not permit the Business, the Sold Companies or their Affiliates to (i) renew or extend the term of or (ii) increase its obligations under, or transfer to another third party, any loan, lease, Contract or other obligation for which any Seller Guarantor is liable under such Guaranty unless the Buyer, the Sold Companies or their respective Affiliates are substituted in all respects for the Seller Guarantors, and the Seller Guarantors are released in respect of all obligations of the Seller Guarantors, under such Guaranties. To the extent that any Seller Guarantor has performance obligations under any such Guaranty, Buyer shall use reasonable best efforts to (x) perform, or cause its Affiliates to perform, such obligations on behalf of such Seller Guarantor or (y) otherwise take such action as reasonably requested by Seller so as to put such Seller Guarantor in the same position as if Buyer or one of its Affiliates, and not such Seller Guarantor, had performed or were performing such obligations, in each case after Closing. To fulfill the obligations of Buyer under this Section 5.13, Buyer shall not be obligated to pay any consent fee or similar payment.

  • Reaffirmation of Guaranties The Credit Parties signatory hereto hereby reaffirm their Guaranties of the Obligations, taking into account the provisions of this Amendment.

  • Reaffirmation of Guaranty The Guarantors hereby ratify and affirm all of the terms, covenants, conditions and obligations of the Guaranty and acknowledge and agree that the term “Obligations” as used in the Guaranty shall apply to all of the Obligations of Seller to Buyer under the Repurchase Agreement, as amended hereby.

  • Benefits of Guaranty This Guaranty is entered into for the sole protection and benefit of the Administrative Agent and each other Guaranteed Party and their respective successors and assigns, and no other Person (other than any Indemnitee specified herein) shall be a direct or indirect beneficiary of, or shall have any direct or indirect cause of action or claim in connection with, this Guaranty. The Guaranteed Parties, by their acceptance of this Guaranty, shall not have any obligations under this Guaranty to any Person other than the Guarantor, and such obligations shall be limited to those expressly stated herein.

  • Confirmation of Guaranty Each of the Guarantors confirms that they have read and understand the Amendment. In order to induce the Lenders, the Administrative Agent and the other Agents to enter into the Amendment, each of the Guarantors: (i) consents to the Amendment and the transactions contemplated thereby; (ii) ratifies and confirms each of the Loan Documents to which it is a party; (iii) ratifies, agrees and confirms that it has been a Guarantor and a Loan Party at all times since it became a Guarantor and a Loan Party and from and after the date hereof, each Guarantor shall continue to be a Guarantor and a Loan Party in accordance with the terms of the Loan Documents, as the same may be amended in connection with the Amendment and the transactions contemplated thereby; and (iv) hereby ratifies and confirms its obligations under each of the Loan Documents (including all exhibits and schedules thereto), as the same may be amended in connection with the Amendment and the transactions contemplated thereby, by signing below as indicated and hereby acknowledges and agrees that nothing contained in any of such Loan Documents is intended to create, nor shall it constitute an interruption, suspension of continuity, satisfaction, discharge of prior duties, novation or termination of the indebtedness, loans, liabilities, expenses, guaranty or obligations of any of the Loan Parties under the Credit Agreement or any other such Loan Document.

  • Release of Guaranty The Note Guaranty of each Guarantor will terminate upon: (i) a sale or other disposition (including by way of consolidation or merger) of the applicable Guarantor or the sale or disposition of all or substantially all the assets of such Guarantor (in each case other than to the Issuer or a Subsidiary) otherwise permitted by this Indenture; or (ii) defeasance or discharge of the Notes, as provided in Article 8, subject to those obligations of the applicable Guarantor that shall survive defeasance or discharge. Upon delivery by the Issuer to the Trustee of an Officer’s Certificate and an Opinion of Counsel to the foregoing effect, the Trustee will execute any documents reasonably requested by the Issuer in writing in order to evidence the release of the applicable Guarantor from its obligations under its Note Guaranty.

  • Scope of Guaranty (a) Guarantor hereby absolutely, unconditionally and irrevocably guarantees to Lender each of the following: (i) Guarantor guarantees the full and prompt payment when due, whether at the Maturity Date or earlier, by reason of acceleration or otherwise, and at all times thereafter, of each of the following: (A) Guarantor guarantees a portion of the Indebtedness equal to 0% of the original principal balance of the Note (“Base Guaranty”). (B) In addition to the Base Guaranty, Guarantor guarantees all other amounts for which Borrower is personally liable under Sections 9(c), 9(d) and 9(f) of the Note (provided, however, that Guarantor will have no liability for failure of Borrower or SPE Equity Owner to comply with (I) Section 6.13(a)(xviii) of the Loan Agreement, and (II) the requirement in Section 6.13(a)(x)(B) of the Loan Agreement as to payment of trade payables within 60 days of the date incurred). (C) Guarantor guarantees all costs and expenses, including reasonable Attorneys’ Fees and Costs incurred by Lender in enforcing its rights under this Guaranty. (ii) Guarantor guarantees the full and prompt payment and performance of, and compliance with, all of Borrower’s obligations under Sections 6.12, 10.02(b) and 10.02(d) of the Loan Agreement when due and the accuracy of Borrower’s representations and warranties under Section 5.05 of the Loan Agreement. (iii) Guarantor guarantees the full and prompt payment and performance of, and compliance with, Borrower’s obligations under Section 6.09(e)(v) of the Loan Agreement to the extent Property Improvement Alterations have commenced and remain uncompleted. (iv) Reserved.

  • AMENDMENT OF GUARANTY No term or provision of this Guaranty shall be amended, modified, altered, waived or supplemented except in a writing signed by Guarantor and Counterparty.

  • Ratification of Guaranty By its execution of this Addendum, CFSC ratifies and confirms its guaranty contained in Article IX of the Credit Agreement with respect to the Japan Local Currency Advances made pursuant to this Addendum which Guaranty remains in full force and effect.

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