RELEASE OF GUARANTEES AND INDEMNITIES. 5.4.1 The Purchaser shall procure that as at the Closing Date, each member of the Seller's Group is released from any guarantee, indemnity or equivalent commitment granted in favor, or to the benefit, of the Group Companies (including all commitments disclosed in Part A of Schedule 5.4) and, pending such release, the Purchaser hereby indemnifies and hold harmless the Seller and the members of the Seller's Group against all Losses under or in connection with any such guarantee, indemnity or commitment.
RELEASE OF GUARANTEES AND INDEMNITIES. (a) The Sellers will use reasonable efforts to obtain the release of Argexxxxxxx Xxxurity and its Subsidiaries and each member of the European Group prior to Closing from all guarantees and indemnities for the benefit of any Argexxxxxxx Xxxity (with the exception of Argexxxxxxx Xxxurity), AHL Europe, Right 4 Staff Limited (and its Subsidiaries) and Draefern Holdings Limited (and its Subsidiaries) and their Affiliates and indemnify Argexxxxxxx Xxxurity and its Subsidiaries and each member of the European Group from all liabilities arising under any such guarantee or indemnity. AHL and the Sellers, jointly and severally, hereby indemnify 57 63 and agree to defend and hold harmless Argexxxxxxx Xxxurity and its Subsidiaries and each member of the European Group from and against all liabilities arising from or in respect of any such guarantee or indemnity. Purchaser and Securicor Georgia acknowledge and agree that such release shall not be a condition to their obligations to effect the Closing. Sellers' obligation pursuant to this Section shall survive the Closing.
RELEASE OF GUARANTEES AND INDEMNITIES. 13.5.1 If a NSMH Member disposes of all of its NSMH Shares to another NSMH Member then subject to Clause 13.5.2, the purchaser of such NSMH Shares shall:-
RELEASE OF GUARANTEES AND INDEMNITIES. 8.1 The Covenantors shall use their best endeavours (which shall include (without limitation) procuring a bank or other person to act as substitute guarantor or covenantor) to secure the release of the Company with effect from Completion from any and all guarantees, indemnities, collateral securities and letters of comfort which the Company has given (whether alone or jointly with others) in respect of any obligations of any of the Covenantors or their Associates and the Covenantors shall, until such release be effected, indemnify the Purchaser (for itself and as agent and trustee for the Company) the Company and each of them on demand from and against all liabilities, costs and expenses which may arise under any such guarantee, indemnity, collateral security or letter of comfort or be incurred by reason of a requirement that such guarantee, indemnity, collateral security or letter of comfort be honoured or enforced.
RELEASE OF GUARANTEES AND INDEMNITIES. 13.1 The Sellers will:-
RELEASE OF GUARANTEES AND INDEMNITIES. 12.1 With effect from Completion, the Sellers will use all reasonable endeavours to secure the release of the Companies from any and all guarantees and indemnities which the Companies have given (whether alone or jointly with others) in respect of any obligations of any of the Sellers or the Associates of any of the Sellers. Until that release, the Sellers will indemnify the Buyer (for itself and as agent and trustee for the Companies) on demand from and against all liabilities, costs and expenses which may arise under or in connection with that guarantee or indemnity or be incurred because of a requirement that the guarantee or indemnity be honoured or enforced.
RELEASE OF GUARANTEES AND INDEMNITIES. The Seller shall indemnify and hold harmless each group company and the Buyer from and against all and any liabilities which the relevant group company or the Buyer may at any time incur in relation to any guarantee, indemnity, undertaking or other obligation given or provided by any group company, prior to Completion, in respect of any obligation or liability of the Seller or any associate of the Seller.
RELEASE OF GUARANTEES AND INDEMNITIES. 12.1 The Sellers will use all reasonable endeavours (which will include procuring a bank or other person to act as substitute guarantor or indemnifier) to secure the release of each Target Group Company with effect from Completion from any and all guarantees and indemnities which any Target Group Company has given (whether alone or jointly with others) in respect of any obligations of any of the Sellers or the Associates of any of the Sellers (other than, in each case, any guarantees and indemnities pursuant to the Lease and/or any agreement entered into in connection with the Lease). Until that release, the Sellers will pay to the Buyer (for itself and as agent and trustee for each Target Group Company) on demand the amount of all reasonable costs and expenses which may arise under or in connection with that guarantee or indemnity or be incurred because of a requirement that the guarantee or . 24 indemnity be honoured or enforced (other than, in each case, any guarantees and indemnities pursuant to the Lease and/or any agreement entered into in connection with the Lease).
RELEASE OF GUARANTEES AND INDEMNITIES. 7.1 The Seller hereby releases or shall procure the release of the Company and the subsidiaries on Completion from any and all guarantees, indemnities, collateral securities and letters of comfort which the Company or any of its subsidiaries has given (whether alone or jointly with others) in respect of any obligations of the Seller or, if the Seller is a corporate entity, on behalf of any entity controlling, or controlled by or under common control with such Seller or, if the Seller is a natural person, on behalf of a spouse, child or other member of the immediate family of such Seller (Associates).
RELEASE OF GUARANTEES AND INDEMNITIES. 12.1 The Seller will use all reasonable endeavours (which will include procuring a bank or other person to act as substitute guarantor or indemnifier) to secure the release of the Group with effect from Completion from any and all guarantees and indemnities which the Group has given (whether alone or jointly with others) in respect of any obligations of the Seller or the Associates of the Seller. Until that release, the Seller will pay to the Buyer (for itself and as agent and trustee for the Group) on demand the amount of all reasonable costs and expenses which may arise under or in connection with that guarantee or indemnity or be incurred because of a requirement that the guarantee or indemnity be honoured or enforced.
