Stockholder Guaranty Sample Clauses
The Stockholder Guaranty clause establishes that a stockholder personally guarantees the obligations or liabilities of a company under a contract. In practice, this means that if the company fails to fulfill its contractual duties—such as making payments or performing services—the stockholder is legally responsible for meeting those obligations. This clause typically applies in situations where the other party seeks additional assurance of performance, especially when dealing with a company that may have limited assets. Its core function is to provide a safety net for the counterparty by allocating risk to the stockholder, thereby increasing the likelihood that contractual commitments will be honored.
Stockholder Guaranty. Each stockholder of the Licensee shall execute the Guaranty and Restriction Agreement attached as Attachment I to this Agreement.
Stockholder Guaranty. Stockholder hereby (i) unconditionally guarantees the prompt performance and payment of the obligations and liabilities of each of the Sellers under this Agreement, (ii) waives any requirements of notice, protest, demand or grace with respect thereto and (iii) agrees that Purchaser shall not be required to exhaust its remedies against any other person or party (including, but not limited to, Sellers) before enforcing the provisions of this guarantee. Stockholder recognizes and acknowledges that Purchaser is relying on this guarantee in entering into and consummating the transactions contemplated by this Agreement, and that but for this guarantee Purchaser would not enter into this Agreement or consummate the transactions contemplated hereby.
Stockholder Guaranty. ▇▇▇▇▇▇▇ ▇▇▇▇▇ shall have executed and delivered the Stockholder Guaranty to the Lender.
Stockholder Guaranty. Each of the undersigned stockholders of Maker (each, a “Pledging Stockholder”) hereby irrevocable and unconditionally guaranties to Payees and each subsequent permitted holder of such P▇▇▇▇’s interest in this Note the prompt payment when and as due and payable of any and all of Maker’s obligations under this Note or of any note or other instrument or instruments renewing this Note, including any reasonable costs and expenses incurred in collecting such obligations and successfully prosecuting any action against such Pledging Stockholder in connection with enforcing this Note (the “Guaranteed Obligations”). This is a continuing guaranty (the “Guaranty”) of the Guaranteed Obligations and shall remain in full force and effect until the payment in full of the Guaranteed Obligations. Each Pledging Stockholder understands and agrees that this Guaranty shall be binding upon such Pledging Stockholder and its successors and permitted assigns, shall be construed as an absolute, irrevocable and continuing guaranty of payment (and not solely of collection) and shall be enforceable by the Payee Representative, subject to the terms set forth herein, notwithstanding any circumstances which might otherwise constitute a legal or equitable discharge of a surety or guarantor. This Guaranty shall not be affected by the insolvency, bankruptcy or reorganization of Maker, and shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any or all of the Guaranteed Obligations are rescinded or must otherwise be restored or returned by Payees upon the insolvency, bankruptcy or reorganization of Maker. Such Pledging Stockholder hereby waives and agrees not to assert any claim, defense, setoff or counterclaim based on diligence, promptness, presentment, requirements for any demand or notice hereunder, including (a) any demand for payment or performance and protest and notice of protest, (b) any notice of acceptance, (c) any presentment, demand, protest or further notice or other requirements of any kind with respect to any Guaranteed Obligation becoming immediately payable and (d) any other notice in respect of any Guaranteed Obligation or any part thereof, and any defense arising by reason of any disability or other defense of Maker. Until the payment and satisfaction in full of any Guaranteed Obligations that are then due and owing, each Pledging Stockholder agrees not to (x) enforce or otherwise exercise any right of subroga...
Stockholder Guaranty. Each stockholder of Licensee shall execute the Guaranty and Restriction Agreement attached as Attachment I to this Agreement.
Stockholder Guaranty. THIS STOCKHOLDER GUARANTY (“Guaranty”) is made May 16, 2003, by ▇▇▇▇▇▇▇ International W.L.L. and ▇▇▇▇▇▇▇ Overseas Holding Limited (together “Guarantor”), to and for the benefit of Green Light Acquisition Company, a Delaware corporation (“Buyer”).
Stockholder Guaranty. 70 21.2 PGT GUARANTY................................................... 71 SCHEDULE 2.1A ASSETS TO BE TRANSFERRED TO PURCHASER SCHEDULE 2.1B EXCLUDED ASSETS SCHEDULE 3.2A CALCULATION OF ADJUSTED WORKING CAPITAL AND FIXED ASSETS SCHEDULE 3.2B INITIAL ESTIMATED ADJUSTED WORKING CAPITAL AND FIXED ASSETS SCHEDULE 3.3 INTERIM ADJUSTED NET INCOME CALCULATION SCHEDULE 6 APPROVAL MATRIX FOR CONFORMING CONTRACTS SCHEDULE 10.7 EMPLOYEES WITH EMPLOYMENT ARRANGEMENTS EXHIBITS EXHIBIT I FORM OF GENERAL WARRANTY BILL OF SALE, ASSIGNMENT OF CONTRACT RIGHTS AND AS▇▇▇▇TION AGREEMENT EXHIBIT II FORM OF OPINION OF SELLERS' COUNSEL EXHIBIT III FORM OF OPINION OF PURCHASER'S COUNSEL EXHIBIT IV FORM OF NONDISCLOSURE/NO HIRE AGREEMENT ASSET PURCHASE AGREEMENT