Replacement of the Guarantor Sample Clauses

Replacement of the Guarantor. Discharge of all or part of the responsibilities of the Guarantor or replacement of the Guarantor. Notwithstanding the foregoing in this Article, any amendments to or revisions on the agreement between the Agent Banks and the Lenders which will not prejudice the rights and obligations of the Co-Borrowers and/or Guarantor, may be made merely by the written consent of the Facility Agent, the Collateral Agent and the Majority Banks and without the consent of the Co-Borrowers and/or the Guarantor; provided that the Facility Agent shall notify the Co-Borrowers and/or the Guarantor of the amendments and content thereof in writing.
Sample 1
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Replacement of the Guarantor. 2.1. The Parties agree to replace XXX BRASIL by XXX PARTICIPAÇÕES S.A., already qualified above, as guarantor. XXX PARTICIPAÇÕES S.A. hereby undertakes all the obligations arising from the Facility Agreement in respect of which Guarantor expressly declares to have full knowledge, agrees to comply with in its entirety.
Sample 1
Replacement of the Guarantor. If at any time until the date upon which all the Guaranteed Obligations have been fully paid or performed, the legal structure, the membership or the business of the Guarantor is reorganized or the legal form of the Guarantor is changed and as a consequence thereof the Guarantor wishes the Buyer or the Permitted Assignee, as the case may be, to accept the substitution for the Guarantor of the parent company of the Guarantor (Airbus S.A.S) or the Guarantor in its new legal form (“New Guarantor”) as contemplated below, the Guarantor shall promptly inform the Buyer of its wish. In such event, the Guarantor may request the Buyer or any Permitted Assignee, as the case may be, to accept the substitution for the Guarantor of New Guarantor as the guarantor of the Seller’s obligations upon the same terms and conditions as those contained in this Guaranty. Such substitution shall be accepted and become effective vis-à-vis the Buyer upon proper service of such request without any further action from any party being required.
Sample 1

Related to Replacement of the Guarantor

  • Consent of the Guarantors Each Guarantor hereby consents, acknowledges and agrees to the amendments and other matters set forth herein and hereby confirms and ratifies in all respects the Guaranty to which it is a party (including without limitation the continuation of each Guarantor’s payment and performance obligations thereunder upon and after the effectiveness of this Amendment and the amendments, waivers and consents contemplated hereby) and the enforceability of the applicable Guaranty against the applicable Guarantor in accordance with its terms.

  • Covenants of the Guarantor The Guarantor covenants and agrees through the Termination Date, that:

  • Reaffirmation of the Guaranty Each Guarantor hereby ratifies, confirms, acknowledges and agrees that its obligations under its Guaranty are in full force and effect and that such Guarantor continues to unconditionally and irrevocably guarantee the full and punctual payment, when due, whether at stated maturity or earlier by acceleration or otherwise, all of the Guaranteed Obligations (as defined in its Guaranty), as such Guaranteed Obligations may have been amended by this Agreement, and its execution and deliver of this Agreement does not indicate or establish an approval or consent requirement by such Guarantor under its Guaranty in connection with the execution and delivery of amendments to the Credit Agreement, the Notes or any of the other Loan Documents.

  • Benefit to the Guarantor The Borrower is a member of an affiliated group of companies that includes each Guarantor, and the Borrower and the Guarantors are engaged in related businesses. Each Guarantor is a Subsidiary of the Borrower and its guaranty and surety obligations pursuant to this Agreement reasonably may be expected to benefit, directly or indirectly, it; and it has determined that this Agreement is necessary and convenient to the conduct, promotion and attainment of the business of such Guarantor and the Borrower.

  • Waiver by the Guarantor The Guarantor irrevocably waives acceptance hereof, presentment, demand, protest and any notice not provided for herein, as well as any requirement that at any time any action be taken by any Person against the Borrower or any other Person.

  • Waiver by the Guarantors Each Guarantor irrevocably waives acceptance hereof, presentment, demand, protest and any notice not provided for herein, as well as any requirement that at any time any action be taken by any Person against the Company or any other Person.

  • Delivery of the Funding Agreement and the Guarantee The Trust hereby authorizes the Custodian, on behalf of the Indenture Trustee, to receive the Funding Agreement from Principal Life and the Guarantee from PFG pursuant to the assignment of the Funding Agreement and Guarantee (the “Assignment”), to be entered into on the Original Issue Date, included in the closing instrument dated as of the Original Issue Date (the “Closing Instrument”).

  • Obligations Under the Guaranty The undersigned hereby agrees, as of the date first above written, to be bound as a Guarantor by all of the terms and conditions of the Guaranty to the same extent as each of the other Guarantors thereunder. The undersigned further agrees, as of the date first above written, that each reference in the Guaranty to an “Additional Guarantor” or a “Guarantor” shall also mean and be a reference to the undersigned, and each reference in any other Loan Document to a “Guarantor” or a “Loan Party” shall also mean and be a reference to the undersigned.

  • Rights Obligations and Powers of the General Partner 6.1 Management of the Partnership.

  • Continuing Obligations of the Grantors Each Grantor shall remain liable to observe and perform all the conditions and obligations to be observed and performed by it under each contract, agreement or instrument relating to the Collateral, all in accordance with the terms and conditions thereof, and each Grantor jointly and severally agrees to indemnify and hold harmless the Collateral Agent and the Secured Parties from and against any and all liability for such performance.

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