Status of the Guarantees. The payment of principal and interest in respect of the Notes and all other moneys payable by the Issuer under or pursuant to the Trust Deed has been unconditionally and irrevocably guaranteed on a joint and several basis by the Guarantors pursuant to joint and several guarantees (the Guarantees) in the Trust Deed. The obligations of each Guarantor under its Guarantee are direct, unconditional, unsubordinated and (subject to the provisions of Condition 3.1) unsecured obligations of such Guarantor and (save for certain obligations required to be preferred by law) rank equally with all other unsecured obligations (other than subordinated obligations, if any) of such Guarantor, from time to time outstanding.
Status of the Guarantees. (a) The obligations of each Guarantor under its Guarantee are direct, (subject in the case of Brandbrew (where Brandbrew is not the relevant Issuer) to Condition 2.2(b) below) unconditional, unsubordinated and (subject to the provisions of Condition 3.1) unsecured obligations of such Guarantor and (save for certain obligations required to be preferred by law) rank equally with all other unsecured obligations (other than subordinated obligations, if any) of the relevant Guarantor, from time to time outstanding.
(b) The obligations of Brandbrew under its Guarantee are subject to the following limitations: Notwithstanding anything to the contrary in the provisions of Brandbrew’s Guarantee, the maximum aggregate liability of Brandbrew under its Guarantee and as a guarantor of the Brandbrew Guaranteed Facilities (excluding its Guarantee) shall not exceed an amount equal to the aggregate of (without double counting):
(A) the aggregate amount of all moneys received by Brandbrew and the Brandbrew Subsidiaries as a borrower or issuer under the Brandbrew Guaranteed Facilities;
(B) the aggregate amount of all outstanding intercompany loans made to Brandbrew and the Brandbrew Subsidiaries by other members of the Anheuser-Xxxxx InBev group which have been directly or indirectly funded using the proceeds of borrowings under the Brandbrew Guaranteed Facilities; and
(C) an amount equal to 100 per cent. of the greater of: I the sum of Brandbrew’s own capital (capitaux propres) and its subordinated debt (dettes subordonn´ees) (other than any subordinated debt already accounted for under Condition 2.2(b)(B) above) (both as referred to in article 34 of the Law of 2002) as reflected in Brandbrew’s then most recent annual accounts approved by the competent organ of Brandbrew (as audited by its r´eviseur d’entreprises (external auditor), if required by law); and II the sum of Brandbrew’s own capital (capitaux propres) and its subordinated debt (dettes subordonn´ees) (both as referred to in article 34 of the Law of 2002) as reflected in its filed annual accounts available as at the Issue Date of the first Tranche of the relevant Series. For the avoidance of doubt, the limitation referred to in this Condition 2.2(b) shall not apply to the guarantee by Brandbrew of any obligations owed by the Brandbrew Subsidiaries under the Brandbrew Guaranteed Facilities. In addition to the limitation referred to above in respect of Brandbrew’s Guarantee, the obligations and liabilities of Brandb...
Status of the Guarantees the Guarantees constitute direct, general unconditional, unsecured (subject to Condition 3 (Negative Pledge)) and unsubordinated obligations of the Guarantors and will at all times rank at least pari passu with all other present and future unsecured and unsubordinated obligations of the relevant Guarantor, save for such obligations as may be preferred by provisions of law that are both mandatory and of general application.
