Replacement Guarantor. To the extent that any Guarantor is a natural person, the death or incompetency of such Guarantor shall be an Event of Default hereunder unless such Guarantor is replaced in accordance with this Section. Borrower shall be permitted to substitute a replacement guarantor and no “Event of Default” shall be deemed to have occurred hereunder as a result thereof, provided, that (a) no other Event of Default hereunder or under and as defined in the Loan Agreement has occurred and is then continuing, (b) such substitution is permitted by then applicable REMIC Requirements and (c) each of the following terms and conditions are satisfied (i) within thirty (30) days after the occurrence of such death or incompetency, Borrower delivers Lender written notice of its intent to substitute the guarantor; (ii) the replacement guarantor is a Satisfactory Replacement Guarantor (as defined below); (iii) within fifteen (15) days after delivery of the written notice described in the preceding subclause (i), such Satisfactory Replacement Guarantor assumes the obligations of Guarantor hereunder and under the other Loan Documents in a manner satisfying the Prudent Lender Standard; (iv) concurrently with such assumption, (A) such Replacement Guarantor delivers to Lender a Spousal Consent (as defined below), as and to the extent applicable and (B) each of Borrower and such Replacement Guarantor affirms each of their respective obligations under the Loan Documents in a manner satisfying the Prudent Lender Standard; and (v) prior to or concurrently with such assumption, as applicable, Lender receives such information, documentation and opinions as may be reasonably required by Lender in connection with such assumption and the foregoing in order to satisfy the Prudent Lender Standard (including, without limitation, opinions relating to REMIC). As used herein, the term “Satisfactory Replacement Guarantor” shall mean a replacement guarantor that (1) satisfies the net worth and liquidity requirements set forth herein, (2) is acceptable to the Rating Agencies, (3) satisfies the Prudent Lender Standard and (4) is an Affiliate of Sponsor.
Replacement Guarantor. Upon the occurrence of any of the events set forth in Sections 8.1(a)(vi), (vii), (xiv) or (xvii) hereof, Pledgor may cause the applicable Guarantor to be substituted or replaced by a Replacement Guarantor prior to the time that the occurrence of any of the foregoing events becomes an Event of Default or if the occurrence of any of the foregoing events is an immediate Event of Default, within ten (10) days following such occurrence. Pledgor (a) shall deliver or cause to be delivered to Lender, (i) financial statements or other information reasonably required by Lender with respect to such proposed Replacement Guarantor and (ii) such legal opinions as Lender may reasonably require and (b) shall cause such proposed Replacement Guarantor to assume all of the obligations of the applicable Guarantor under the Guaranty and Environmental Indemnity, in a manner reasonably satisfactory to Lender, including, without limitation, by entering into an assumption agreement in form and substance satisfactory to Lender.
Replacement Guarantor. If Your Guarantor becomes Insolvent or dies You must notify Us immediately. Within 20 working days of the insolvency or death You must arrange for a replacement guarantor who is satisfactory to Us (acting reasonably) to enter into a deed with Us in which the new guarantor agrees to perform the obligations set out in Section 9 of this tenancy. You will be responsible for any costs that We may incur as a result of this.
Replacement Guarantor. 19.10.1 In clause 19.10 a “Guarantor Replacement Event” is the death of a Guarantor or the occurrence of any of the events referred to in clause 18.2.3, 18.2.4, or 18.2.5 in relation to a Guarantor, or where a Guarantor comprises more than one person, the death of any one of them or the occurrence of any of those events in relation to any one of them.
Replacement Guarantor. Any Replacement Guarantor that becomes a Guarantor hereunder in accordance with Section 6.3 or Section 6.4 of the Loan Agreement must maintain a Net Worth of no less than $300,000,000 and Unencumbered Liquid Assets of no less than $5,000,000, each calculated in accordance with Section 26(d) hereof. It shall be a further condition to such replacement hereunder that the Replacement Guarantor shall execute and deliver to Lender a limited recourse guaranty (in the same form as this Guaranty) and an environmental indemnity agreement (in the same form as the Environmental Indemnity delivered to Lender by the initial Guarantor and Borrower on the date hereof) on or prior to the date of such replacement, pursuant to which the Replacement Guarantor agrees to be liable under each such limited recourse guaranty and such environmental indemnity agreement (whereupon the initial Guarantor shall be released from any further liability under this Guaranty and the Environmental Indemnity from acts, events and/or circumstances that arise from and after the date of such replacement, but the initial Guarantor shall remain liable under this Guaranty and the Environmental Indemnity for acts, events and/or circumstances occurring prior to such replacement to the extent and as provided for in this Guaranty and the Environmental Indemnity even if liability for such acts, events and/or circumstances are not discovered until after the date of such replacement) and the Replacement Guarantor shall be the “Guarantor” for all purposes set forth in the Loan Documents.
Replacement Guarantor. 19.9.1 In clause 19.9 a "Guarantor Replacement Event" is the death of a Guarantor or the occurrence of any of the events referred to in clause 18.2.3, 18.2.4, or 18.2.5 in relation to a Guarantor, or where a Guarantor comprises more than one person, the death of any one of them or the occurrence of any of those events in relation to any one of them.
19.9.2 If at any time during the Term a Guarantor Replacement Event occurs, the Tenant shall give immediate written notice of it to the Landlord. The Landlord may after a Guarantor Replacement Event (and whether or not it has received notice of it from the Tenant) give written notice to the Tenant requiring the Tenant to procure a replacement or additional guarantor. Within one month of the Landlord giving such notice to the Tenant, the Tenant shall procure that a person of standing acceptable to the Landlord enters into and executes and delivers to the Landlord a replacement or additional guarantee and indemnity in the same form as that entered into by the Guarantor in respect of which the Guarantor Replacement Event has occurred.
19.9.3 Clause 19.9 does not apply in relation to a Guarantor who is a Guarantor by reason of having entered into an authorised guarantee agreement.
Replacement Guarantor. To the extent that any Guarantor is a natural person, the death or incapacity of such Guarantor shall be an Event of Default hereunder unless such Guarantor is replaced in accordance with this Section 6.
Replacement Guarantor. 4.33.1 In this clause references to a “guarantor replacement event” are references in the case of a corporate or partnership guarantor to any of the events specified in clause 7.1.3 and in the case of an individual guarantor to death or any of the events specified in clauses 7.1.3 to 7.1.6.
4.33.2 Where in the case of a subsisting guarantee, a guarantor replacement event occurs to the Guarantor or to any party who has entered into an authorised guarantee agreement or other guarantee pursuant to this Lease, to so notify the Landlord within 14 days after the date of the guarantor replacement event and if so required by the Landlord to use reasonable endeavours to procure that another party reasonably acceptable to the Landlord as soon as reasonably practicable after the date the Landlord notifies the Tenant of its requirement, executes a guarantee in the Landlord’s favour in the same form as that provided by the guarantor being replaced.
Replacement Guarantor. To the extent that any Guarantor is a natural person, the death or incompetency of such Guarantor shall be an Event of Default hereunder unless each of the following terms and conditions are satisfied
(1) no other Event of Default hereunder or under the other Loan Documents has occurred and is then continuing;
(2) Borrower reaffirms its warranties and representations set forth in this Agreement and the other Loan Documents;
(3) Within 30 days following such death or legal incapacity of Guarantor, an Approved Replacement Guarantor (defined below) executes and delivers to Lender a guaranty or guaranties and hazardous indemnity agreement, each in form reasonably acceptable to Lender and in substantially the same form as the Guaranty and Hazardous Indemnity Agreement executed as of the Closing Date, without any cost or expense to Lender. An "Approved Replacement Guarantor" shall mean a Person proposed by Borrower within 15 Business Days following such death or legal incapacity and approved by Lender in its discretion, which approval shall be based upon Lender’s satisfactory determination as to the reputable character and creditworthiness of such proposed Person, as evidenced by credit and background checks performed by Lender and financial statements and other information reasonably requested by Lender and Lender shall have received satisfactory evidence that such Person has a minimum Tangible Net Worth of not less $5,000,000.00 and a Cash Liquidity Balance of not less than $500,000.00.
Replacement Guarantor. The Owner shall procure that the Guarantor does not redomicile itself or transfer all or substantially all of any of its assets to any person other than:
