Purchaser’s Guarantor. The Purchaser’s Guarantor hereby guarantees by way of an independent promise of guarantee pursuant to section 311 (1) BGB (selbständiges Garantieversprechen i.S.d. § 311 Abs. 1 BGB) the proper fulfillment of all of the obligations of the Purchaser and the Shareholder Loans Purchaser pursuant to this Agreement, in particular, but not limited to, the payment of the Preliminary Purchase Price on the Closing Date.
Purchaser’s Guarantor. The Purchaser’s Guarantor hereby guarantees by way of an independent promise of guaranty pursuant to Section 311 para. 1 of the German Civil Code the proper fulfillment of all of the obligations of the Purchaser under or in connection with this Agreement, in particular, but not limited to, the payment of the Initial Purchase Price together with the Additional Purchase Price on the Closing Date and the payment of any earn-out payment pursuant to Sections 4 und 5.
Purchaser’s Guarantor is a NASDAQ listed company and active in the 3D printing business. Purchaser is a wholly-owned subsidiary of Purchaser’s Guarantor and operates the German business of the Materialise group.
Purchaser’s Guarantor. The Guarantor hereby guarantees, by way of an independent promise of guarantee (selbständiges Garantieversprechen) pursuant to Section 311 para. 1 of the BGB, the due performance of any and all Purchasers’ obligations under this Agreement, including, without limitation, the payment of the Purchase Price, the Break Fee and any other payments of the Purchasers under this Agreement, subject to the terms and conditions of this Agreement.
Purchaser’s Guarantor. 9.1.1 Purchaser’s Guarantor hereby irrevocably guarantees to Seller the obligation of the Company to pay the Guaranteed Payment Amount in accordance with Section 2.5.2. This guaranty may be enforced for money damages only. In no event shall Purchaser’s Guarantor’s aggregate liability under this Section 9 exceed an amount equal to the Guaranteed Payment Amount minus any portion of the Guaranteed Payment Amount previously paid to Seller. Purchaser’s Guarantor hereby waives any rights it may have to require Seller to proceed first against or claim payment from the Company.
Purchaser’s Guarantor. 17.1 In consideration of the Vendor and the Vendor's Guarantor entering into this agreement, the Purchaser's Guarantor unconditionally and irrevocably guarantees, as a primary obligation to the Vendor, the performance of the Purchaser's obligations under this agreement.
Purchaser’s Guarantor. 14.1 The Purchaser’s Guarantor hereby unconditionally and irrevocably:
Purchaser’s Guarantor. If Purchaser assigns its rights and obligations under this Agreement to its subsidiary before Closing, Purchaser shall sign a guarantee in the form of Schedule J on the date of this Agreement.
Purchaser’s Guarantor. Purchaser's Guarantor herewith irrevocably and unconditionally guarantees within the meaning of a guarantee pursuant to Section 311 para. (1) BGB that Purchaser will fulfill its obligations under this Agreement and under the articles of association of the Purchaser (the "Purchaser's Obligations") and that Bucyrus Holdings GmbH will fulfill its obligations under the Forward Purchase Agreement and the Shareholders' Agreement. The guarantee set forth in this Section 11.3 is a continuing guarantee and shall remain in force and effect until the Purchaser has performed and discharged all of the Purchaser's Obligations and Bucyrus Holdings GmbH has performed and discharged all of its obligations under the Forward Purchase Agreement and the Shareholders' Agreement. Such guarantee shall be for the benefit of HT within the meaning of Section 328 BGB (echter Vertrag zugunsten Dritter) to the extent it relates to the obligations of Bucyrus Holdings GmbH under the Forward Purchase Agreement and the Shareholders' Agreement and to the obligations of the Purchaser under the articles of association of the Purchaser.
Purchaser’s Guarantor. 10.1 The Purchasers’ Guarantor hereby unconditionally and irrevocably guarantees to each Seller and the AMS04 SPV Seller the full, due and punctual performance by each Purchaser and by each member of the Purchasers’ Group of their respective obligations under: (A) in the case of any Purchaser, this Agreement and any other Share Purchase Document to which that Purchaser is a party; and
