RELEASE FROM GUARANTEES; REPAYMENT OF CERTAIN OBLIGATIONS. HOLDING shall use its best efforts to have the STOCKHOLDERS released from the guarantees listed on Schedule 10.1 of the indebtedness that they personally guaranteed and from the pledges of the assets listed on Schedule 10.1 that they pledged to secure such indebtedness for the benefit of the COMPANY, with all such guarantees on indebtedness being assumed by HOLDING. In the event that HOLDING cannot obtain such releases from the lenders of any such guaranteed indebtedness on or prior to the 90th day subsequent to the Closing Date, HOLDING shall pay off or otherwise refinance or retire such indebtedness and, if HOLDING cannot obtain such releases on or prior to the Closing Date, then HOLDING agrees to indemnify the STOCKHOLDERS against any and all claims made against them by the beneficiaries of such guarantees which arise as a result of HOLDING's failure to cause such guarantees to be released on or prior to the Closing.
Appears in 9 contracts
Samples: Merger Agreement (Enfinity Corp), Merger Agreement (Enfinity Corp), Merger Agreement (Enfinity Corp)
