Xxxxxx Guarantee. 16 SECTION 5.
Xxxxxx Guarantee. Xxxxxx hereby guarantees the performance by the Company of all of its obligations under this Agreement and agrees to cause the Company to execute a counterpart of this Agreement upon its organization.
Xxxxxx Guarantee. Xxxxxx hereby absolutely, irrevocably and unconditionally guarantees to the Company (as a primary obligor and not as a surety only) the due and punctual payment of each Purchaser's Committed Amount payable by each Purchaser pursuant to this Agreement (collectively, the "Guaranteed Obligations").
Xxxxxx Guarantee. (a) Upon the earlier of (1) the date on which the obligation of the Company to file periodic reports with the Commission pursuant to Section 13 or 15(d) of the Exchange Act is terminated or suspended and (2) February 23, 2010 (such earlier date, the “Effective Date”), Xxxxxx hereby agrees as follows:
(1) Xxxxxx unconditionally guarantees to each Holder of a Debenture authenticated and delivered by the Trustee and to the Trustee and its successors and assigns, regardless of the validity and enforceability of the Indenture, the Securities or the Obligations of the Company under this Indenture or the Securities, that:
(A) the principal of, and Interest (including Contingent Interest) on and any other amounts in respect of the Debentures will be promptly paid in full when due, whether at maturity, by acceleration, redemption, repurchase, conversion or otherwise, and interest on the overdue principal of, Interest (including Contingent Interest) on the Debentures, to the extent lawful, and all other Obligations of the Company, including the Cash Amount, to the Holders or the Trustee thereunder or under this Indenture will be promptly paid in full, all in accordance with the terms thereof; and
(B) in case of any extension of time for payment or renewal of any Debentures or any of such other Obligations, that the same will be promptly paid in full when due in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise.
(2) Notwithstanding the foregoing, in the event that the Guarantee set forth in paragraph (a)(1) of this Section 13.3 (the “Xxxxxx Guarantee”) would constitute or result in a violation of any applicable fraudulent conveyance or similar law of any relevant jurisdiction, the liability of Xxxxxx under this Indenture shall be reduced to the maximum amount permissible under such fraudulent conveyance or similar law.
Xxxxxx Guarantee. Xxxx Xxxxxx shall enter into a guarantee agreement substantially in the form of Exhibit 1.12 (the “Xxxxxx Guaranty”), pursuant to which he will guarantee payment of any Claims, in an aggregate amount not to exceed (a) $9,750,000 for those Claims described in Section 8.05(b), clauses (i) and (ii); and (b) $7,500,000 for any other Claims pursuant to Section 8.01. The Xxxxxx Guaranty shall be open to claims made thereunder for a period of twelve (12) months following the Closing Date, at the conclusion of which the guarantor shall no longer be liable thereunder other than for the value of Claims asserted as of that date by Purchaser.
Xxxxxx Guarantee. Xxxxxx guarantees the performance of AMI and Xxxxxx’x other Affiliates pursuant to the Distribution Agreement and this Agreement.
Xxxxxx Guarantee. Concurrently with the execution of this Agreement, Purchaser has delivered to Seller the Xxxxxx Guarantee duly executed by Xxxxxx. The Xxxxxx Guarantee Agreement is valid and in full force and effect and constitutes the valid and binding obligation of Xxxxxx, enforceable in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar Laws relating to or affecting creditors’ rights generally or by general equitable principles (regardless of whether such enforceability is considered in a proceeding in equity or at Law), and Xxxxxx has, and will have, sufficient assets to satisfy any and all obligations thereunder.
Xxxxxx Guarantee. From the date hereof until the Closing or, if this Agreement is terminated prior to the Closing, until the later of one month following such termination or the final resolution of any Claim brought within such one month period by Seller or Parent with respect to such termination, Xxxxxx agrees to cause Purchaser to perform all of its obligations under this Agreement (the “Purchaser Obligations”) and absolutely, unconditionally and irrevocably guarantees, as a primary obligor and not merely as a surety, the performance of all such Purchaser Obligations. Following any failure of Purchaser to perform any Purchaser Obligation, Seller may enforce Xxxxxx’x obligations under this Section without first (a) suing Purchaser, (b) joining Purchaser in a suit against Xxxxxx or (c) enforcing any other rights and remedies against Purchaser. However, each of the defenses, limitations, conditions and qualifications on and with respect to the obligations of Purchaser hereunder (other than any such defense based upon or relating to the bankruptcy or insolvency of Purchaser) shall apply with equal force and effect to the obligations of Xxxxxx in respect of this guarantee.
Xxxxxx Guarantee. Xxxxx: guarantees that the Temporary(ies) it assigns to the Client will satisfactorily perform the services ordered by the Client. If such services are not performed satisfactorily by a Temporary(ies) during the first two days of their respective assignment, Xxxxx will, upon notice from the Client with respect to that period, cancel all charges for such two days of an assignment and furnish a potential replacement as soon as reasonably possible, depending on the skills required and the type of assignment involved. This will be the Client’s sole and exclusive remedy with respect to unsatisfactory performance by a Temporary.
Xxxxxx Guarantee. The organizer under the Travel Guarantee Act is Arctic Elements AB, which has also lodged se- curity with the Swedish Legal, Financial and Administrative Services Agency (Kammarkol- legiet).
