Common use of The Guaranty Clause in Contracts

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 31 contracts

Samples: Credit Agreement (Coeur Mining, Inc.), Credit Agreement (Trex Co Inc), Credit Agreement (Natural Grocers by Vitamin Cottage, Inc.)

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The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or a Treasury Management Agreement with a Loan Party, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 28 contracts

Samples: Credit Agreement (TUTOR PERINI Corp), Credit Agreement (TUTOR PERINI Corp), Credit Agreement (Demand Media Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsSwap Contracts, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 26 contracts

Samples: Credit Agreement (Teledyne Technologies Inc), 364 Day Credit Agreement (Albemarle Corp), Credit Agreement (Albemarle Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Lender and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 18 contracts

Samples: Credit Agreement (BGC Group, Inc.), Credit Agreement (Newmark Group, Inc.), Delayed Draw Term Loan Credit Agreement (Newmark Group, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Hedging Agreement, and the L/C Issuer and each other holder of Obligations Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Credit Party Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Credit Party Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Credit Party Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Credit Documents or the other documents relating to the ObligationsHedging Agreements, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Section 548 of the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 16 contracts

Samples: Credit Agreement (Apria Healthcare Group Inc), Credit Agreement (Healthtronics Surgical Services Inc), Credit Agreement (Amn Healthcare Services Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to the Administrative Agent, each Lender, each Affiliate of a Lender that enters into Bank Products or a Hedging Transaction with the L/C Issuer Borrower or any Subsidiary, and each other holder of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are is not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 13 contracts

Samples: Credit Agreement (Malibu Boats, Inc.), Credit Agreement (Rotech Healthcare Holdings Inc.), Credit Agreement (Rotech Healthcare Holdings Inc.)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of Obligations the holders of the Obligations, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or herein, in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 12 contracts

Samples: Credit Agreement (Pebblebrook Hotel Trust), Credit Agreement (Pebblebrook Hotel Trust), Credit Agreement (Pebblebrook Hotel Trust)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of Obligations the holders of the Obligations, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or herein, in any other of the Loan other Credit Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Credit Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 11 contracts

Samples: Credit Agreement (American Healthcare REIT, Inc.), Credit Agreement (Griffin-American Healthcare REIT III, Inc.), Credit Agreement (Griffin-American Healthcare REIT IV, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lenderthe Administrative Agent, the L/C Issuer Issuer, the Lenders and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are is not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 11 contracts

Samples: Syndicated Facility Agreement (Interface Inc), Credit Agreement (Ciner Resources LP), Credit Agreement (Ciner Resources LP)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the each L/C Issuer and each other holder of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 10 contracts

Samples: Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Issuer, each Affiliate of a Lender that enters into a Swap Contract or a Treasury Management Agreement with any Loan Party or any Subsidiary, and each other holder of Obligations the Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 9 contracts

Samples: Credit Agreement (Innerworkings Inc), Credit Agreement (ESCO Corp), Credit Agreement (ESCO Corp)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lenderthe Administrative Agent, for the L/C Issuer and each other holder ratable benefit of Obligations the Secured Parties, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render as will result in such obligations subject with respect hereto and thereto not constituting a fraudulent transfer or conveyance after giving full effect to avoidance the liability under applicable Debtor Relief Lawssuch guarantee set forth in Article IV hereof and its related contribution rights but before taking into account any liabilities under any other guarantee by such Guarantor.

Appears in 9 contracts

Samples: Credit Agreement (Element Solutions Inc), Credit Agreement (Element Solutions Inc), Credit Agreement (Element Solutions Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, Lender and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 8 contracts

Samples: Term Loan Agreement (Potlatchdeltic Corp), Term Loan Agreement (Potlatchdeltic Corp), Term Loan Agreement (Potlatchdeltic Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or a Treasury Management Agreement with a Loan Party, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 8 contracts

Samples: Credit Agreement (Aegion Corp), Credit Agreement (Wright Medical Group Inc), Credit Agreement (Wright Medical Group Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Lender and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 7 contracts

Samples: Credit Agreement (Green Plains Inc.), Credit Agreement (Green Plains Partners LP), Credit Agreement (Green Plains Partners LP)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer each Hedge Bank and each other holder of Obligations Cash Management Bank, and the Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, Guaranteed Hedge Agreements and Guaranteed Cash Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 7 contracts

Samples: Credit Agreement (DCP Midstream, LP), Credit Agreement (DCP Midstream, LP), Term Loan Agreement (DCP Midstream Partners, LP)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer and each other holder of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 7 contracts

Samples: Credit Agreement (Silicon Laboratories Inc.), Credit Agreement (I3 Verticals, Inc.), Credit Agreement (Silicon Laboratories Inc.)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of Obligations the holders of the Obligations, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or herein, in any other of the Loan Documents Credit Documents, Swap Contracts or the other documents relating to the Obligations, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 7 contracts

Samples: Credit Agreement (Directv Financing Co Inc), Credit Agreement (Ptek Holdings Inc), Credit Agreement (Live Nation, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Lender and each other holder of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 6 contracts

Samples: Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of Obligations the holders of the Obligations, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or herein, in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 6 contracts

Samples: Credit Agreement (Pebblebrook Hotel Trust), Credit Agreement (Pebblebrook Hotel Trust), Credit Agreement (Pebblebrook Hotel Trust)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Swap Bank, each Treasury Management Bank, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 6 contracts

Samples: Credit Agreement (Lifelock, Inc.), Credit Agreement (Lifelock, Inc.), Credit Agreement (Spirit AeroSystems Holdings, Inc.)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lenderthe Administrative Agent, for the L/C Issuer and each other holder ratable benefit of Obligations the Secured Parties, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any setoff, counterclaim, demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render as will result in such obligations subject with respect hereto and thereto not constituting a fraudulent transfer or conveyance after giving full effect to avoidance the liability under applicable Debtor Relief Lawssuch guarantee set forth in Article IV hereof and its related contribution rights but before taking into account any liabilities under any other guarantee by such Guarantor.

Appears in 6 contracts

Samples: Credit Agreement (Acuren Corp), Credit Agreement (APi Group Corp), Credit Agreement (APi Group Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Hedging Agreement, and the L/C Issuer and each other holder of Obligations Agent as hereinafter provided, as primary obligor and not as surety, provided the prompt payment of the Credit Party Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Credit Party Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Credit Party Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Credit Documents or the other documents relating to the ObligationsHedging Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents hereunder shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such its obligations hereunder subject to avoidance under Section 548 of the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 6 contracts

Samples: Credit Agreement (Benihana Inc), Credit Agreement (Insight Health Services Corp), Credit Agreement (Simonds Industries Inc)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of Obligations the holders of the Obligations, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or herein, in any other of the Loan Documents Credit Documents, Swap Contracts, Treasury Management Agreements or the other documents relating to the Obligations, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 6 contracts

Samples: Credit Agreement (HSN, Inc.), Credit Agreement (Interval Leisure Group, Inc.), Credit Agreement (Interval Leisure Group, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or Treasury Management Agreement, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 6 contracts

Samples: Credit Agreement (Ict Group Inc), Credit Agreement (Ict Group Inc), Credit Agreement (Psychiatric Solutions Inc)

The Guaranty. Each On and after the Effective Date, each of the Guarantors (a) hereby jointly and severally guarantees to each Lenderthe Administrative Agent, the L/C Issuer Issuers, the Lenders and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree thereof and (b) agrees that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 5 contracts

Samples: Credit Agreement (Guidewire Software, Inc.), Credit Agreement (Docusign, Inc.), Credit Agreement (ironSource LTD)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of the holders of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor (in its capacity as such) under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable Law.

Appears in 5 contracts

Samples: Credit Agreement (Flir Systems Inc), Credit Agreement (Flir Systems Inc), Credit Agreement (Flir Systems Inc)

The Guaranty. Each In order to induce the Lenders to enter into this Credit Agreement and any Hedging Agreement Provider to enter into any Secured Hedging Agreement and to extend credit hereunder and thereunder and in recognition of the Guarantors direct benefits to be received by the Credit Parties from the Extensions of Credit hereunder and any Secured Hedging Agreement, each of the Credit Parties hereby agrees with the Administrative Agent, the Lenders and the Hedging Agreement Providers as follows: each Credit Party hereby unconditionally and irrevocably jointly and severally guarantees to each Lender, the L/C Issuer and each other holder of Obligations as hereinafter provided, as primary obligor and not merely as suretysurety the full and prompt payment when due, whether upon maturity, by acceleration or otherwise, of any and all Credit Party Obligations. If any or all of the indebtedness becomes due and payable hereunder or under any Secured Hedging Agreement, each Credit Party unconditionally promises to pay such indebtedness to the Administrative Agent, the prompt payment of Lenders, the Obligations Hedging Agreement Providers, or their respective order, or demand, together with any and all reasonable expenses which may be incurred by the Administrative Agent or the Lenders in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if collecting any of the Obligations are Credit Party Obligations. The Guaranty set forth in this Article X is a guaranty of timely payment and not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewalcollection. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Credit Documents, to the extent the obligations of a Credit Party shall be adjudicated to be invalid or the other documents unenforceable for any reason (including, without limitation, because of any applicable state or federal law relating to the Obligations, fraudulent conveyances or transfers) then the obligations of each Guarantor under this Agreement and the other Loan Documents such Credit Party hereunder shall not exceed an aggregate amount equal be limited to the largest maximum amount that would not render such obligations subject to avoidance is permissible under applicable Debtor Relief Lawslaw (whether federal or state and including, without limitation, the Bankruptcy Code).

Appears in 5 contracts

Samples: Agency Succession and Amendment Agreement (GateHouse Media, Inc.), Bridge Credit Agreement (GateHouse Media, Inc.), Secured Bridge Credit Agreement (GateHouse Media, Inc.)

The Guaranty. Each Guarantor from time to time party to this Credit Agreement hereby Guarantees, jointly and severally, to Administrative Agent and each of the Guarantors hereby jointly and severally guarantees to each Lenderholders of the Obligations, the L/C Issuer and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof; provided that the Guaranteed Obligations shall exclude any Excluded Swap Obligations. The Guarantors Each Guarantor hereby further agree agrees that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, such Guarantor will promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 5 contracts

Samples: Revolving Credit Agreement (Clarion Partners Real Estate Income Fund Inc.), Revolving Credit Agreement (Invesco Real Estate Income Trust Inc.), Revolving Credit Agreement (Clarion Partners Real Estate Income Fund Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, Lender and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or Documents, if any Guarantor is deemed to have been rendered insolvent as a result of its guarantee obligations under this Section 11.1 and not to have received reasonable equivalent value in exchange therefor, then, in such an event, the other documents relating liability of such Guarantor under this Section 11.1 shall be limited to the Obligations, maximum amount of the Obligations of the Borrower that such Guarantor may guaranty without rendering the obligations of each such Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance Section 11.1 void or voidable under applicable Debtor Relief Lawsany fraudulent conveyance or fraudulent transfer law.

Appears in 5 contracts

Samples: Credit and Guaranty Agreement (CareTrust REIT, Inc.), Credit and Guaranty Agreement (CareTrust REIT, Inc.), Credit and Guaranty Agreement (CareTrust REIT, Inc.)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, Agent for the L/C Issuer benefit of the Lenders and each other holder of Obligations the holders of the Obligations, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or herein, in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the United States Bankruptcy Code and all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization or similar debtor relief laws of the United States from time to time in effect and affecting the rights of creditors generally (collectively, “Debtor Relief Laws”) or any comparable provisions of any applicable state law.

Appears in 5 contracts

Samples: Revolving Credit Agreement (Forestar Group Inc.), Credit Agreement (Emeritus Corp\wa\), Revolving and Term Credit Agreement (Forestar Group Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender or Secured Hedge Provider that enters into a Secured Hedging Agreement or Cash Management Bank that enters into a Cash Management Agreement, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Credit Party Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Credit Party Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Credit Party Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Credit Documents, Secured Hedging Agreements or the other documents relating to the ObligationsCash Management Agreements, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Section 548 of the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 5 contracts

Samples: Credit Agreement (Amn Healthcare Services Inc), Credit Agreement (Amn Healthcare Services Inc), Credit Agreement (Amn Healthcare Services Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or a Treasury Management Agreement, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 5 contracts

Samples: Credit Agreement (School Specialty Inc), Credit Agreement (Fti Consulting Inc), Credit Agreement (School Specialty Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to the Administrative Agent, each Lender, the L/C Issuer each Lender-Related Hedge Provider, and each other holder of Obligations Bank Product Provider as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are is not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 5 contracts

Samples: First Lien Credit Agreement (EVO Payments, Inc.), First Lien Credit Agreement (EVO Payments, Inc.), Credit Agreement (EVO Payments, Inc.)

The Guaranty. Each (a) The Guarantor hereby guarantees to the Administrative Agent and each of the Guarantors hereby jointly and severally guarantees to each Lenderholders of the Obligations, the L/C Issuer and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors Guarantor hereby further agree agrees that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, Guarantor will promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or herein, in any other of the other Loan Documents or the other documents relating to the Obligations, the obligations of each the Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 5 contracts

Samples: Credit and Guaranty Agreement (Ventas, Inc.), Credit and Guaranty Agreement (Ventas, Inc.), Credit and Guaranty Agreement (Ventas, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lenderthe Administrative Agent, the L/C Issuer Issuers, the Lenders and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are is not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 4 contracts

Samples: Receivables Funding and Administration Agreement (Synnex Corp), Credit Agreement (Synnex Corp), Credit Agreement (Synnex Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 4 contracts

Samples: Credit Agreement (Potlatchdeltic Corp), Credit Agreement (Potlatchdeltic Corp), Credit Agreement (Potlatch Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each LenderSwap Contract Provider, each Treasury Management Bank, the L/C Issuer Administrative Agent and each other holder of Obligations as hereinafter providedLender, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Credit Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 4 contracts

Samples: Credit Agreement (Dycom Industries Inc), Credit Agreement (Dycom Industries Inc), Credit Agreement (Dycom Industries Inc)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of the holders of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor (in its capacity as such) under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 4 contracts

Samples: Credit Agreement (Navigant Consulting Inc), Credit Agreement (Navigant Consulting Inc), Credit Agreement (Navigant Consulting Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to the Administrative Agent, each Lender, the L/C Issuer Lender and each other holder of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are is not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 4 contracts

Samples: Credit Agreement (Grand Canyon Education, Inc.), Credit Agreement (Grand Canyon Education, Inc.), Credit Agreement (Grand Canyon Education, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or a Treasury Management Agreement with any Loan Party or any Subsidiary, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 4 contracts

Samples: Loan Agreement (Flowserve Corp), Credit Agreement (HealthSpring, Inc.), Credit Agreement (HealthSpring, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, Lender and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 4 contracts

Samples: Credit Agreement (CONE Midstream Partners LP), Credit Agreement (EQT Midstream Partners, LP), Credit Agreement (EQT Midstream Partners, LP)

The Guaranty. Each Subject to the following paragraph of this Section 4.01, each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer and each other holder of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Subject to Section 4.03, each of the Guarantor’s obligations hereunder shall remain in full force and effect until such time as (a) this Agreement is terminated, (b) the Obligations (other than contingent indemnification obligations for which no claim has been asserted) have been fully and completely performed and indefeasibly satisfied, and (c) the Commitments have been terminated. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 4 contracts

Samples: Fourth Amended and Restated Credit Agreement (Cantel Medical Corp), First Amendment (Cantel Medical Corp), Credit Agreement (Cantel Medical Corp)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Swap Bank, each Treasury Management Bank, and the L/C Issuer and each other holder of Obligations Administrative Agent, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 4 contracts

Samples: Second Amendment Agreement (Teledyne Technologies Inc), Second Amendment Agreement (Teledyne Technologies Inc), Amendment Agreement (Teledyne Technologies Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to the Administrative Agent, each Lender, the L/C Issuer each Hedge Bank, each Treasury Management Bank, and each other holder of Obligations as hereinafter providedthe Obligations, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Credit Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents (a) shall exclude any Excluded Swap Obligations with respect to such Guarantor and (b) shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 4 contracts

Samples: Credit Agreement (Speedway Motorsports LLC), Credit Agreement (Speedway Motorsports LLC), Credit Agreement (Speedway Motorsports Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Lender and each the other holder holders of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or herein, in any other of the Loan Documents or the Credit Document, any other documents document relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief Laws.

Appears in 4 contracts

Samples: Credit Agreement (Citizens, Inc.), Credit Agreement (Hibbett Inc), Credit Agreement (Citizens, Inc.)

The Guaranty. Each Subject to Section 4.09, each of the Guarantors hereby jointly and severally guarantees to each Lender, Lender and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Applicable Guaranteed Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Subject to Section 4.09, the Guarantors hereby further agree that if any of the Applicable Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding Subject to Section 4.09, notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 4 contracts

Samples: Amendment and Restatement Agreement (Ardent Health Partners, LLC), Abl Credit Agreement (Ardent Health Partners, LLC), Abl Credit Agreement (Ardent Health Partners, LLC)

The Guaranty. Each (a) The Guarantor hereby guarantees to the Administrative Agent and each of the Guarantors hereby jointly and severally guarantees to each Lenderholders of the Obligations, the L/C Issuer and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) strictly in accordance with the terms thereof. The Guarantors Guarantor hereby further agree agrees that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise), the Guarantors will, jointly and severally, Guarantor will promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or herein, in any other of the other Loan Documents or the other documents relating to the Obligations, the obligations of each the Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 4 contracts

Samples: Credit and Guaranty Agreement (Ventas, Inc.), Credit and Guaranty Agreement (Ventas, Inc.), Credit and Guaranty Agreement (Ventas, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or a Treasury Management Agreement with a Loan Party, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 3 contracts

Samples: Credit Agreement (Joy Global Inc), Bridge Loan Agreement (Joy Global Inc), Credit Agreement (Joy Global Inc)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of Obligations the holders of the Obligations, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or herein, in any other of the Loan Documents Credit Documents, or the other documents relating to the Guaranteed Obligations, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 3 contracts

Samples: Credit Agreement (Directv), Credit Agreement (Directv), Credit Agreement (Directv Holdings LLC)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lenderthe Administrative Agent, the L/C Issuer Lenders and each the other holder of Obligations Secured Parties as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or herein, in any other of the Loan Documents Documents, Lender Provided Interest Rate Xxxxxx, Lender Provided Foreign Currency Xxxxxx, Other Lender Provided Financial Service Products or the other documents relating to the Obligations, (a) the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law and (b) the Guaranteed Obligations of a Guarantor shall exclude any Excluded Hedge Liabilities with respect to such Guarantor.

Appears in 3 contracts

Samples: Credit Agreement (Helios Technologies, Inc.), Credit Agreement (Helios Technologies, Inc.), Credit Agreement (Helios Technologies, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Hedge Bank, each Cash Management Bank, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Hedge Agreement or the other documents relating to the ObligationsCash Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 3 contracts

Samples: Credit Agreement (Chuy's Holdings, Inc.), Credit Agreement (Wingstop Inc.), Credit Agreement (Chuy's Holdings, Inc.)

The Guaranty. Each of the Guarantors The Guarantor hereby jointly and severally guarantees to each Lender, each Issuer, each Affiliate of a Lender that enters into a Swap Contract with the L/C Issuer Borrower, and each other holder of Obligations the Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors Guarantor hereby further agree agrees that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, Guarantor will promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsSwap Contracts, the obligations of each the Guarantor under this Agreement and the other Loan Documents and the Swap Contracts shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under the federal bankruptcy laws or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 3 contracts

Samples: Credit Agreement (Kansas City Power & Light Co), Credit Agreement (Great Plains Energy Inc), Credit Agreement (Great Plains Energy Inc)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees (other than with respect to each Lender, its own Obligations) to the L/C Issuer Administrative Agent and each other holder of Obligations the holders of the Obligations, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Borrower Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Credit Documents, Swap Contracts or the other documents relating to the Guaranteed Obligations, the obligations of each Guarantor under this Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Akumin Inc.), Revolving Credit Agreement (Akumin Inc.), Revolving Credit Agreement (Akumin Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each LenderBank, each affiliate of a Bank that enters into a Hedging Agreement relating to the L/C Issuer Obligations, and each other holder of Obligations the Administrative Agent, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Credit Documents or the other documents relating to the ObligationsHedging Agreements, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Section 548 of the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 3 contracts

Samples: Credit Agreement (Owens & Minor Inc/Va/), Credit Agreement (Owens & Minor Inc/Va/), Credit Agreement (Owens & Minor Inc/Va/)

The Guaranty. Each On and after the Initial Funding Date, each of the Guarantors (a) hereby jointly and severally guarantees to each Lenderthe Administrative Agent, the L/C Issuer Issuers, the Lenders and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree thereof and (b) agrees that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 3 contracts

Samples: Credit Agreement (Concentrix Corp), Credit Agreement (Synnex Corp), Credit Agreement (Concentrix Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Lender and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, (i) the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief LawsLaws and (ii) with respect to each Guarantor, the Obligations guaranteed by such Guarantor under this Article V shall exclude all Excluded Swap Obligations with respect to such Guarantor.

Appears in 3 contracts

Samples: Credit Agreement (Salesforce Com Inc), Credit Agreement (Salesforce Com Inc), Credit Agreement (Salesforce Com Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors Each Guarantor hereby further agree agrees that if any of the Obligations are is not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 3 contracts

Samples: Credit Agreement (HCI Group, Inc.), Credit Agreement (HCI Group, Inc.), Credit Agreement (HCI Group, Inc.)

The Guaranty. Each Subject to Section 4.08, each of the Guarantors hereby jointly and severally guarantees to each Lender, Lender and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Subject to Section 4.08, the Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding Subject to Section 4.08, notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (Ardent Health Partners, LLC), Term Loan Credit Agreement (Ardent Health Partners, LLC), Term Loan Credit Agreement (Ardent Health Partners, LLC)

The Guaranty. Each of the Guarantors The Guarantor hereby jointly irrevocably and severally unconditionally guarantees to each Lender, of the L/C Issuer and each other holder of Obligations as hereinafter providedGuaranteed Parties, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturitythe Obligations so guaranteed hereunder by the Guarantor, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof“Guaranteed Obligations”). The Guarantors Guarantor hereby further agree agrees that if any of the Obligations are is not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise)due, the Guarantors will, jointly and severally, Guarantor will promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents Guaranteed Obligations shall not exceed an aggregate amount equal to the largest amount that would not render such obligations Guaranteed Obligations subject to avoidance under applicable Debtor Relief Laws. In furtherance of the foregoing and not in limitation of any other right that the Guaranteed Parties have at law or in equity against the Guarantor by virtue hereof, for the avoidance of doubt, upon the failure of the Company to pay any Obligation when and as the same shall become due, the Guarantor hereby promises to and will forthwith pay, or cause to be paid, to the Lead Investor for distribution to the Guaranteed Parties the amount of such unpaid Obligations.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (TypTap Insurance Group, Inc.), Parent Guaranty Agreement (HCI Group, Inc.), Preferred Stock Purchase Agreement (HCI Group, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Credit Facility Swap Contract or a Treasury Management Agreement with a Credit Party, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Credit Documents, Credit Facility Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 3 contracts

Samples: Bridge Credit Agreement (DCP Midstream Partners, LP), Credit Agreement (DCP Midstream Partners, LP), Credit Agreement (DCP Midstream Partners, LP)

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The Guaranty. Each In order to induce the Lenders to enter into this Agreement and any Bank Product Provider to enter into any Bank Product and to extend credit hereunder and thereunder and in recognition of the direct benefits to be received by the Guarantors from the Extensions of Credit hereunder and any Bank Product, each of the Guarantors hereby agrees with the Administrative Agent, the Lenders and the Bank Product Provider as follows: each Guarantor hereby unconditionally and irrevocably jointly and severally guarantees to each Lender, the L/C Issuer and each other holder of Obligations as hereinafter provided, as primary obligor and not merely as surety, surety the full and prompt payment when due, whether upon maturity, by acceleration or otherwise, of any and all Obligations. If any or all of the Obligations in full when becomes due (whether at stated maturityand payable hereunder or under any Bank Product, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with each Guarantor unconditionally promises to pay such Obligations to the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise)Administrative Agent, the Guarantors willLenders, jointly the Bank Product Providers, or their respective order, on demand, together with any and severally, promptly pay all reasonable and documented out-of-pocket expenses which may be incurred by the same, without any demand Administrative Agent or notice whatsoever, and that the Lenders in the case of any extension of time of payment or renewal of collecting any of the Obligations, the same will be promptly paid . The Guaranty set forth in full when due (whether at extended maturity, as this Article X is a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms guaranty of such extension or renewaltimely payment and not of collection. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Credit Documents, to the extent the obligations of a Guarantor shall be adjudicated to be invalid or the other documents unenforceable for any reason (including, without limitation, because of any applicable state or federal law relating to the Obligations, fraudulent conveyances or transfers) then the obligations of each such Guarantor under this Agreement and the other Loan Documents hereunder shall not exceed an aggregate amount equal be limited to the largest maximum amount that would not render such obligations subject to avoidance is permissible under applicable Debtor Relief Lawslaw (whether federal or state and including, without limitation, the Bankruptcy Code).

Appears in 3 contracts

Samples: Credit Agreement (Enova International, Inc.), Credit Agreement (Enova International, Inc.), Credit Agreement (Enova International, Inc.)

The Guaranty. Each of the Guarantors The Guarantor hereby jointly and severally guarantees to each Lender, the each L/C Issuer Issuer, each Affiliate of a Lender that enters into a Swap Contract or a Treasury Management Agreement with any Loan Party or any Subsidiary, and each other holder of Obligations the Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors Guarantor hereby further agree agrees that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, Guarantor will promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each the Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 3 contracts

Samples: Escrow Agreement (Vectren Utility Holdings Inc), Escrow Agreement (Vectren Corp), Credit Agreement (Vectren Utility Holdings Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Hedging Agreement or a Treasury Management Agreement with a Loan Party, and the L/C Issuer Administrative Agent and each other holder of the holders of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (after giving effect to any grace or cure period) (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors willwill promptly, jointly and severally, promptly pay the same, without any demand or notice whatsoevernotice, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Hedging Agreements or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor (in its capacity as such) under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief LawsLaws or any comparable provisions of any applicable Law.

Appears in 3 contracts

Samples: Credit Agreement (Brady Corp), Credit Agreement (Brady Corp), Credit Agreement (Brady Corp)

The Guaranty. Each of the Credit Agreement Guarantors hereby jointly and severally and irrevocably guarantees to each Lender, the L/C Issuer each Affiliate of a Lender that enters into a Swap Contract or a Treasury Management Agreement and each other holder of Obligations Agent, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Credit Agreement Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Credit Agreement Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Credit Agreement Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 3 contracts

Samples: Credit Agreement (Petro Stopping Centers Holdings Lp), Credit Agreement (Petro Financial Corp), Credit Agreement (Petro Stopping Centers L P)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each the Lender, the L/C Issuer and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 3 contracts

Samples: Credit Agreement (Turbochef Technologies Inc), Credit Agreement (Turbochef Technologies Inc), Credit Agreement (Gevity Hr Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lenderthe Administrative Agent, the L/C Issuer Lenders, the Hedge Banks, the Cash Management Banks and each other holder of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are is not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, (i) the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws, (ii) the Obligations guaranteed under Section 4.01 shall at no time include any Excluded Swap Obligations.

Appears in 3 contracts

Samples: Credit Agreement (Adeptus Health Inc.), Credit Agreement (Adeptus Health Inc.), Credit Agreement (Adeptus Health Inc.)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of Obligations the holders of the Obligations, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations (the “Guaranteed Obligations”) in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts, Treasury Management Agreements or the other documents relating to the Guaranteed Obligations, (i) the obligations of each Guarantor under this Credit Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law and (ii) the Guaranteed Obligations of a Guarantor shall exclude any Excluded Swap Obligations with respect to such Guarantor.

Appears in 3 contracts

Samples: Credit Agreement (Huron Consulting Group Inc.), Credit Agreement (Huron Consulting Group Inc.), Credit Agreement (Huron Consulting Group Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Swap Bank, each Treasury Management Bank, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Secured Swap Agreements or the other documents relating to the ObligationsSecured Treasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 3 contracts

Samples: Credit Agreement (Aegion Corp), Credit Agreement (Aegion Corp), Credit Agreement (Aegion Corp)

The Guaranty. Each of the Guarantors Guarantor hereby jointly and severally guarantees to each Lender, the L/C Issuer Lender and each other holder of Obligations Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment in full of the Obligations Obligation in full cash in immediately available funds when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors 91 hereby further agree that if all or any portion of the Obligations are Obligation is not paid in full in cash in immediately available funds when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the ObligationsObligation, the same will be promptly paid Paid in full Full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Loan Agreement, Loan Agreement

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lenderthe Administrative Agent, for the L/C Issuer and each other holder ratable benefit of Obligations the Secured Parties, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Credit Agreement (MacDermid Group Inc.), Credit Agreement (MacDermid Group Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Credit Facility Swap Contract or a Treasury Management Agreement with a Loan Party, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Credit Facility Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Credit Agreement (Fortress Investment Group Holdings LLC), Credit Agreement (Fortress Investment Group LLC)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, to each Affiliate of a Lender that provides a Bank Product to any Credit Party and the L/C Issuer and each other holder of Obligations as hereinafter providedAdministrative Agent, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsBank Product Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents hereunder shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such its obligations hereunder subject to avoidance under Section 548 of the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 2 contracts

Samples: Credit Agreement (Kforce Inc), Credit Agreement (Kforce Com Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, Swap Contract Provider or Treasury Management Bank, the L/C Issuer Issuer, and each other holder of Obligations the Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Credit Facility Swap Contracts or the other documents relating to the ObligationsSecured Treasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Credit Agreement (Fortress Investment Group LLC), Credit Agreement (Fortress Investment Group LLC)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or Treasury Management Agreement with a Loan Party, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Credit Agreement (Armstrong World Industries Inc), Credit Agreement (E-Commerce Exchange, Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, Purchaser and the L/C Issuer and each other holder of Obligations Collateral Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations of the Issuer and any other Guarantor in respect of the Notes issued by the Issuer in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization acceleration or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsNote Documents, the obligations of each Guarantor under this Agreement and the other Loan Note Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state or federal law.

Appears in 2 contracts

Samples: Note Purchase Agreement (OptiNose, Inc.), Note Purchase Agreement (OptiNose, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or Treasury Management Agreement with a Loan Party, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Credit Agreement (Armstrong World Industries Inc), Credit Agreement (Armstrong World Industries Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, Lender and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Credit Documents or the other documents relating to the Obligations, Swap Contracts the obligations of each Guarantor under this Agreement and the other Loan Credit Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 2 contracts

Samples: Credit Agreement (Sabra Health Care REIT, Inc.), Credit Agreement (Sabra Health Care REIT, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Credit Facility Swap Contract or a Treasury Management Agreement with a Credit Party, and the L/C Issuer and each other holder of Obligations Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Credit Documents, Credit Facility Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 2 contracts

Samples: Credit Agreement (DCP Midstream Partners, LP), Credit Agreement (DCP Midstream Partners, LP)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract with a Loan Party, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsSwap Contracts between any Loan Party and any Lender, or any Affiliate of a Lender, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state Law.

Appears in 2 contracts

Samples: Credit Agreement (Prometheus Laboratories Inc), Credit Agreement (Prometheus Laboratories Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Hedge Agreement, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Credit Documents or the other documents relating to the ObligationsHedge Agreements, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Section 548 of the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 2 contracts

Samples: Credit Agreement (CNL Retirement Properties Inc), Credit Agreement (CNL Retirement Properties Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, Hedge Bank, Cash Management Bank and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsCash Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 2 contracts

Samples: Credit Agreement (Kapstone Paper & Packaging Corp), Credit Agreement (Kapstone Paper & Packaging Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each affiliate of a Lender that enters into a Hedging Agreement relating to the L/C Issuer Obligations, and each other holder of Obligations the Administrative Agent, as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Guaranteed Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Credit Documents or the other documents relating to the ObligationsHedging Agreements, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Section 548 of the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 2 contracts

Samples: Credit Agreement (Ventiv Health Inc), Credit Agreement (Snyder Communications Inc)

The Guaranty. Each of the Guarantors The Guarantor hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or a Treasury Management Agreement with any Loan Party or any Subsidiary, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors Guarantor hereby further agree agrees that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, Guarantor will promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each the Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Vectren Corp), Term Loan Credit Agreement (Vectren Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to (a) each Lender, Lender and (b) the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Credit Agreement (Calumet Specialty Products Partners, L.P.), Credit Agreement (Calumet Specialty Products Partners, L.P.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer and each other holder of the Obligations and the Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereofhereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement Guaranty and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 2 contracts

Samples: Credit Agreement (Albemarle Corp), Credit Agreement (Albemarle Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Swap Contract or Treasury Management Agreement, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the other Loan Documents Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Navigant International Inc), Credit Agreement (Navigant International Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer and each other holder of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, (i) the Obligations guaranteed by each Guarantor under this Article IV, shall only include the Obligations for which such Guarantor is defined as a Guarantor of pursuant to the definition of “Guarantor”, and (ii)the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 2 contracts

Samples: Credit Agreement (FTD Companies, Inc.), Credit Agreement (United Online Inc)

The Guaranty. (a) Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer Administrative Agent and each other holder of the holders of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or in any other of the Loan Credit Documents or the other documents relating to the ObligationsSwap Contracts, the obligations of each Guarantor (in its capacity as such) under this Credit Agreement and the other Loan Credit Documents and Swap Contracts shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable Law.

Appears in 2 contracts

Samples: Credit Agreement (Mercury Systems Inc), Credit Agreement (Tempur Pedic International Inc)

The Guaranty. Each of the Guarantors Guarantor hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Hedging Agreement, and the L/C Issuer and each other holder of Obligations Agent as hereinafter hereafter provided, as primary obligor and not as surety, the prompt payment of the Guaranteed Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors Each Guarantor hereby further agree agrees that if any of the Guaranteed Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, will promptly pay the same, without any demand or notice whatsoeverwhatsoever (except for any such notice required by the Loan Agreement), and that in the case of any extension of time of payment or renewal of any of the Guaranteed Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsHedging Agreements, the obligations of each Guarantor under this Agreement the Guarantors hereunder and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Section 548 of the Bankruptcy Code or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 2 contracts

Samples: Loan Agreement (Renal Care Group Inc), Loan Agreement (Renal Care Group Inc)

The Guaranty. Each Person that becomes a Guarantor pursuant to the provisions of the Guarantors hereby this Agreement agrees to jointly and severally guarantees guaranty to the Administrative Agent, each Lender, each Affiliate of a Lender that enters into Bank Products or a Hedging Transaction with the L/C Issuer Borrower or any Subsidiary, and each other holder of the Obligations as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors Each such Guarantor hereby further agree agrees that if any of the Obligations are is not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors such Guarantor will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 2 contracts

Samples: Credit Agreement (Molina Healthcare, Inc.), Credit Agreement (Molina Healthcare, Inc.)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each LenderSwap Contract Provider, each Treasury Management Bank, the L/C Issuer Administrative Agent and each other holder of Obligations Lender as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Credit Documents, Swap Contracts or the other documents relating to the ObligationsTreasury Management Agreements, the obligations of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not exceed an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable Debtor Relief Laws.

Appears in 2 contracts

Samples: Credit Agreement (Dycom Industries Inc), Credit Agreement (Dycom Industries Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, Lender and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under the bankruptcy, insolvency or similar law or any comparable provisions of any applicable Debtor Relief Lawsstate law.

Appears in 2 contracts

Samples: Credit Agreement (Novellus Systems Inc), Credit Agreement (Novellus Systems Inc)

The Guaranty. Each of the The Guarantors hereby unconditionally and jointly and severally guarantees to each Lender, guarantee (i) the L/C Issuer full and each other holder of Obligations as hereinafter provided, as primary obligor and not as surety, the prompt punctual payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization upon acceleration or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in principal of and interest on each Reimbursement Note issued by the Borrower pursuant to the Reimbursement Agreement, and the full when due (whether at stated maturityand punctual payment of all other amounts payable by the Borrower under the Reimbursement Agreement, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the sameincluding, without any demand or notice whatsoeverlimitation, all Loans and interest thereon, all Letter of Credit Obligations, all compensation and indemnification amounts and fees payable pursuant to the Reimbursement Agreement and the Agent's Letter Agreement, and that in (ii) the case timely performance of any extension of time of payment or renewal of any all other obligations of the Obligations, Borrower under the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the Obligations, the obligations of each Guarantor under this Reimbursement Agreement and the other Loan Documents (all of the foregoing obligations being referred to collectively as the "Guaranteed Obligations"). Upon failure by the Borrower to pay punctually any such amount or perform such obligations, each of the Guarantors agrees that it shall forthwith on demand pay the amount not so paid at the place and in the manner specified in the Reimbursement Agreement, the relevant Reimbursement Note or the relevant Loan Document, as the case may be, or perform such obligation in accordance with the terms and conditions therefor specified in the Reimbursement Agreement or the other Loan Documents, and pay all costs of collection, including reasonable attorneys fees; provided that, notwithstanding the provisions of O.C.G.A. 13-1-11(a)(2) to the contrary, the Guarantor shall not exceed an aggregate amount equal be obligated to pay more than the largest amount that would not render attorneys fees actually incurred in connection with such obligations subject to avoidance under applicable Debtor Relief Lawscollection.

Appears in 2 contracts

Samples: Reimbursement Agreement (Gables Residential Trust), Reimbursement Agreement (Gables Realty Limited Partnership)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Hedging Agreement, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Credit Party Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Credit Party Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Credit Party Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Credit Documents or the other documents relating to the ObligationsHedging Agreements, the obligations maximum liability of each Guarantor under this Credit Agreement and the other Loan Credit Documents shall not in no event exceed an aggregate the maximum amount equal which can be guaranteed by such Guarantor under applicable federal and state laws relating to the largest amount that would not render such obligations subject insolvency of debtors and fraudulent conveyance or transfers (after giving effect to avoidance under applicable Debtor Relief Lawsthe right of contribution established in Section 4.6).

Appears in 2 contracts

Samples: Credit Agreement (Birds Eye Foods, Inc.), Credit Agreement (Agrilink Foods Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Swap Bank, each Treasury Management Bank and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the all Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Secured Swap Agreements, Secured Treasury Management Agreements or the other documents relating to the ObligationsForeign Currency Agreements, (i) the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state Law and (ii) the Obligation of a Guarantor that are guaranteed under this Guaranty shall exclude any Excluded Swap Obligations with respect to such Guarantor.

Appears in 2 contracts

Samples: Credit Agreement (Shiloh Industries Inc), Credit Agreement (Shiloh Industries Inc)

The Guaranty. Each of the Guarantors (a) The Company hereby jointly and severally guarantees to each Lender, Lender and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Designated Borrower Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors Company hereby further agree agrees that if any of the Designated Borrower Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, Company will promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Designated Borrower Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. . (b) Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsDocuments, the obligations of each Guarantor the Company under this Agreement and the other Loan Documents Guaranty shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Credit Agreement (Cabot Corp), Credit Agreement (Cabot Corp)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Hedging Bank, each Treasury Management Bank and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the all Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization Cash Collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Hedging Agreements entered into with a Hedging Bank or the other documents relating to the Obligations, Treasury Management Agreement entered into with a Treasury Management Bank (i) the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law and (ii) the Obligation of a Guarantor that are guaranteed under this Guaranty shall exclude any Excluded Swap Obligations with respect to such Guarantor.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Ruby Tuesday Inc), Revolving Credit Agreement (Ruby Tuesday Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, the L/C Issuer and each other holder of Obligations as hereinafter providedSecured Party, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents Documents, Secured Hedge Agreements or the other documents relating to the ObligationsSecured Cash Management Agreements, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state Law.

Appears in 2 contracts

Samples: Credit Agreement (Prometheus Laboratories Inc), Credit Agreement (Prometheus Laboratories Inc)

The Guaranty. Each of the Guarantors hereby jointly and severally guarantees to each Lender, each Affiliate of a Lender that enters into a Guaranteed Swap Contract, and the L/C Issuer and each other holder of Obligations Administrative Agent as hereinafter provided, as primary obligor and not as surety, the prompt payment of the Obligations in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) strictly in accordance with the terms thereof. The Guarantors hereby further agree that if any of the Obligations are not paid in full when due (whether at stated maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise), the Guarantors will, jointly and severally, promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Obligations, the same will be promptly paid in full when due (whether at extended maturity, as a mandatory prepayment, by acceleration, as a mandatory cash collateralization or otherwise) in accordance with the terms of such extension or renewal. Notwithstanding any provision to the contrary contained herein or in any other of the Loan Documents or the other documents relating to the ObligationsGuaranteed Swap Contracts, the obligations of each Guarantor under this Agreement and the other Loan Documents shall not exceed be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under applicable the Debtor Relief LawsLaws or any comparable provisions of any applicable state law.

Appears in 2 contracts

Samples: Bridge Credit Agreement (U S Restaurant Properties Inc), Credit Agreement (Trustreet Properties Inc)

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