Common use of Term of Guarantee Clause in Contracts

Term of Guarantee. This Guarantee shall continue in full force and effect until the Guarantee Obligations are fully and indefeasibly paid, performed and discharged and the Credit Documents are terminated. This Guarantee covers the Guarantee Obligations whether presently outstanding or arising subsequent to the date hereof, including all amounts advanced by the Administrative Agent or the Lenders in stages or installments. Notwithstanding the foregoing, this Guarantee shall continue to be effective, or be reinstated, as the case may be, and any payment of the Guarantee Obligations hereunder shall be reinstated, if at any time payment, or any part thereof, of any of the Guarantee Obligations is rescinded or must otherwise be restored or returned by the Administrative Agent or the Lenders as a preference, fraudulent conveyance or otherwise upon or in connection with an Insolvency, Act of Insolvency, Insolvency Proceeding, bankruptcy, dissolution, liquidation or reorganization with respect to the Borrowers or any other Person obligated on or for the Guarantee Obligations, or upon or as a result of the appointment of a receiver, intervenor or conservator of, or trustee or similar officer for, any of the Borrowers or such other Person or any substantial part of such Borrowers’ or such other Person’s Property or assets, or otherwise, all as though such payments had not been made; provided that in the event payment of all or any part of the Guarantee Obligations is rescinded or must be restored or returned, all costs and expenses (including, without limitation, any legal fees and disbursements) incurred by the Administrative Agent or the Lenders in defending and enforcing such reinstatement shall be deemed to be included as a part of the Guarantee Obligations.

Appears in 3 contracts

Samples: Guarantee Agreement (Gramercy Capital Corp), Guarantee Agreement (Gramercy Capital Corp), Mezz LLC Guarantee Agreement (Gramercy Capital Corp)

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Term of Guarantee. This Guarantee Amended and Restated Guaranty Agreement shall continue in full force and effect until the Guarantee Obligations are fully and indefeasibly paid, performed and discharged discharged, and all commitments of the Credit Documents are Borrower under the Note have expired or been terminated. This Guarantee Amended and Restated Guaranty Agreement covers the Guarantee Obligations whether presently outstanding or arising subsequent to the date hereof, hereof including all amounts advanced by the Administrative Agent or the Lenders any Lender in stages or installments. Notwithstanding the foregoing, this Guarantee Amended and Restated Guaranty Agreement shall continue to be effective, or be reinstated, as the case may be, and any payment of the Guarantee Obligations hereunder shall be reinstated, if at any time payment, or any part thereof, of any of the Guarantee Obligations is rescinded or must otherwise be restored or returned by a Lender upon the Administrative Agent or the Lenders as a preference, fraudulent conveyance or otherwise upon or in connection with an Insolvency, Act of Insolvency, Insolvency Proceedinginsolvency, bankruptcy, dissolution, liquidation or reorganization with respect to of the Borrowers or any other Person obligated on or for the Guarantee ObligationsBorrower, or upon or as a result of the appointment of a receiver, intervenor or conservator of, or trustee or similar officer for, any of the Borrowers or such other Person Borrower or any substantial part of such Borrowers’ or such other Person’s Property or assetsits property, or otherwise, all as though such payments had not been made; provided . Guarantor warrants and represents to the Lender that (i) Guarantor has the power and authority to enter into this Amended and Restated Guaranty Agreement and to perform its obligations hereunder and has by proper corporate action duly authorized the execution and delivery of this Amended and Restated Guaranty Agreement, (ii) this Amended and Restated Guaranty Agreement is binding upon and enforceable against Guarantor in accordance with its terms and (iii) the event payment execution and delivery of all this Amended and Restated Guaranty Agreement does not violate or constitute a breach of the charter documents or by-laws of Guarantor or any part agreement to which Guarantor is a party or of the Guarantee Obligations is rescinded or must be restored or returned, all costs and expenses (including, without limitation, any legal fees and disbursements) incurred by the Administrative Agent or the Lenders in defending and enforcing such reinstatement shall be deemed to be included as a part of the Guarantee Obligationsapplicable laws.

Appears in 1 contract

Samples: Guaranty Agreement (Qiagen Nv)

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Term of Guarantee. This Guarantee Guarantee, subject to the limitations set forth in Section 2, shall continue in full force and effect until the Guarantee Obligations are fully and indefeasibly paid, performed and discharged and the Credit Documents are terminated. This Guarantee covers the Guarantee Obligations whether presently outstanding or arising subsequent to the date hereof, including all amounts advanced by the Administrative Agent or the Lenders in stages or installments. Notwithstanding the foregoing, this Guarantee shall continue to be effective, or be reinstated, as the case may be, and any payment of the Guarantee Obligations hereunder shall be reinstated, if at any time payment, or any part thereof, of any of the Guarantee Obligations is rescinded or must otherwise be restored or returned by the Administrative Agent or the Lenders as a preference, fraudulent conveyance or otherwise upon or in connection with an Insolvency, Act of Insolvency, Insolvency Proceeding, bankruptcy, dissolution, liquidation or reorganization with respect to the Borrowers or any other Person obligated on or for the Guarantee Obligations, or upon or as a result of the appointment of a receiver, intervenor or conservator of, or trustee or similar officer for, any of the Borrowers or such other Person or any substantial part of such Borrowers’ or such other Person’s Property or assets, or otherwise, all as though such payments had not been made; provided that in the event payment of all or any part of the Guarantee Obligations is rescinded or must be restored or returned, all costs and expenses (including, without limitation, any legal fees and disbursements) incurred by the Administrative Agent or the Lenders in defending and enforcing such reinstatement shall be deemed to be included as a part of the Guarantee Obligations.

Appears in 1 contract

Samples: Guarantee Agreement (Gramercy Capital Corp)

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