Subordinated Guarantee Clause Samples
A Subordinated Guarantee is a contractual provision where a guarantor agrees to fulfill the obligations of a debtor, but only after certain other debts or claims have been satisfied. In practice, this means that if the primary debtor defaults, the guarantor's responsibility to pay arises only after senior creditors have been paid in full. For example, in a corporate financing arrangement, a parent company may provide a subordinated guarantee for a subsidiary's loan, but the guarantee is only enforceable after all senior lenders are repaid. This clause primarily serves to allocate risk among creditors, ensuring that senior debt holders have priority in repayment and clarifying the order in which claims will be settled in the event of default.
Subordinated Guarantee. The Guarantor hereby unconditionally guarantees on a subordinated basis to each Holder of the Security to which this Subordinated Guarantee is attached due and prompt payment of the principal of (and premium, if any) and interest (including Additional Amounts) on such Security, when falling due in accordance with the terms thereof and this Indenture, as well as the fees and expenses of the Trustee pursuant to Section 607 and subject to Section 1210 hereof.
Subordinated Guarantee. The Subordinated Guarantee is not in full force and effect except as permitted by Article 8.
Subordinated Guarantee. Unless otherwise specified as contemplated by Section 3.1, each of Allied and the Subsidiary Guarantors hereby jointly and severally unconditionally guarantees on a subordinated basis to each Holder of a Security authenticated and delivered by the Trustee, and to the Trustee on behalf of such Holder, the due and punctual payment of the principal of, premium, if any, and interest on such Security when and as the same shall become due and payable, whether at the Stated Maturity or by acceleration, call for redemption, purchase or otherwise, in accordance with the terms of such Security and of this Indenture. In case of the failure of the Company punctually to make any such payment, each of Allied and the Subsidiary Guarantors hereby jointly and severally agrees to cause such payment to be made punctually when and as the same shall become due and payable, whether at the Stated Maturity or by acceleration, call for redemption, purchase or otherwise, and as if such payment were made by the Company. Further, in the case of the failure of any Subsidiary Guarantor punctually to make any payment required of it hereunder, Allied agrees to cause such payment to be made when and as the same shall become due and payable, as if such payment were made by such Subsidiary Guarantor. Unless otherwise specified as contemplated by Section 3.1, each of the Guarantors hereby jointly and severally agrees that its obligations hereunder shall be unconditional, irrespective of the validity, regularity or enforceability of any Security or this Indenture, the absence of any action to enforce the same, any creation, exchange, release or nonperfection of any Lien on any collateral for, or any release or amendment or waiver of any term of any other Guarantee of, or any consent to departure from any requirement of any other Guarantee, of all or any of the Securities, the election by the -105- 114 Trustee or any of the Holders in any proceeding under Chapter 11 of Title 11 of the United States Code (the "Bankruptcy Code") of the application of Section 1111(b)(2) of the Bankruptcy Code, any borrowing or grant of a security interest by the Company, as debtor in possession, under Section 364 of the Bankruptcy Code, the disallowance, under Section 502 of the Bankruptcy Code, of all or any portion of the claims of the Trustee or any of the Holders for payment of any of the Securities, any waiver or consent by the Holder of any Security or by the Trustee with respect to any provisions thereof o...
Subordinated Guarantee. The Guarantor has irrevocably and (subject as provided in the Subordinated Guarantee referred to below) unconditionally guaranteed the due payment of all sums expressed to be payable by the Issuer under the Subordinated Notes and Coupons on a subordinated basis. Its obligations in that respect (the “Subordinated Guarantee”) are contained in the Deed of Guarantee. The payment obligations of the Guarantor under the Subordinated Guarantee will be subordinated to all unsubordinated payment obligations of the Guarantor in the manner
Subordinated Guarantee. Upon the signing of this Agreement and all documents to be executed in connection herewith, the Subordinated Guarantee shall be amended by the Guarantors (as defined therein) executing and delivering an Amended and Restated Junior Subordinated Guarantee in the same form and substance as Exhibit D attached hereto and incorporated herein by this reference (the "Amended and Restated Subordinated Guarantee").
Subordinated Guarantee. Each Guarantor hereby unconditionally and irrevocably guarantees, subject to Section 4.01 hereof, payment of all the matured debts and liabilities remaining unpaid by the Obligor to the Vendor pursuant to the share purchase agreement made as of June 1, 2018, as may be amended from time to time (the “SPA”), between the Obligor and the Vendor (collectively, the “Obligations”).
Subordinated Guarantee