Xxxxxx Guaranty. Payment of the Term Credit Notes shall at all times be guaranteed by Xxxxxx pursuant to the Xxxxxx Guaranty, subject to limitations set forth in the Xxxxxx Guaranty on the right-of-recovery against Xxxxxx thereunder.
Xxxxxx Guaranty. On the date of the Closing (the "CLOSING DATE") and xx x xaterial inducement for the Bendes to enter into this Loan Agreement and to grant the Bendes Loan xx XXSP, each of the Guarantors, each deriving a material xxxxxit from such transaction, shall enter into the Bendes Guaranty, guaranteeing, jointly and severally, the prompt and xxxx xayment and performance by AESP of its obligations under the Bendes Promissory Note.
Xxxxxx Guaranty. 35 ARTICLE VIII........................................................... 36 8.1 Representations, Warranties and Covenants..................... 36 Page
Xxxxxx Guaranty. Xxxxxx shall guarantee Buyer's obligations as set forth in Section 2.2(d) of this Agreement.
Xxxxxx Guaranty. Guarantor shall have executed and delivered a full and unconditional Guaranty agreement in favor of the Agent and the Lenders, which confirmation shall be in form and substance satisfactory to the Agent and the Lenders.
Xxxxxx Guaranty. Trust Company of New York hereby notifies the Borrower and each Bank party to the Five-Year Credit Agreement of its resignation as Administrative Agent under the Five-Year Credit Agreement. Each Bank party to the Five-Year Credit Agreement hereby appoints, pursuant to Section 7.08 of the Five-Year Credit Agreement, The Chase Manhattan Bank as successor Administrative Agent under the Five-Year Credit Agreement. The Chase Manhattan Bank hereby accepts such appointment.
Xxxxxx Guaranty. In the event the existing Partnership debt to Alamo Capital Corporation is not retired within 30 days following Closing, Parent will exert its reasonable and diligent commercial efforts to convince Alamo Capital Corporation to release Xxxxx Xxxxxx and, if applicable, Xxxxxxx X. Xxxxxx, Xx., from their personal guaranties of such debt.
Xxxxxx Guaranty. 42 Section 6.19. Board of Directors.............................................43 Section 6.20.
Xxxxxx Guaranty. Xxxxxx hereby agrees to guarantee the obligations of Seller set forth in Section 2.3.
Xxxxxx Guaranty. In consideration of the covenants, agreements and undertakings of the Company contained in this Agreement, Xxxxxx hereby agrees to take all action necessary to cause Parent to perform all of its agreements, covenants and obligations under this Agreement. Xxxxxx unconditionally and irrevocably guarantees to the Company, and its permitted successors and assigns, the full, prompt and complete payment and performance by Parent of all of the covenants, conditions, agreements and obligations of the Parent contained in this Agreement and shall be liable for any breach of any representation, warranty, covenant or obligation of Parent under this Agreement. This is a guarantee of payment and performance. Xxxxxx hereby waives diligence, protest, presentment, all notice of default by the Parent, demand of performance, filing of any claim, any right to require any proceeding first or pursual of any other remedy against Parent. Xxxxxx hereby consents to any extension that may be given by the Company to the Parent of time of payment or performance, or otherwise in connection with the performance of its obligations set forth in this Section 12.19. The obligations of Xxxxxx to guarantee Parent’s obligations pursuant to this Section 12.19 shall be construed as a continuing absolute and unconditional obligation of Xxxxxx to guarantee the payment and performance of the transactions contemplated hereby. Xxxxxx hereby represents and warrants to the Company that (a) Xxxxxx has all requisite public limited liability company (naamloze vennootschap) power and authority to enter into, execute, deliver and perform its obligations under this Agreement; (b) the execution, delivery and performance by Xxxxxx of this Agreement and actions contemplated hereby have been duly and validly approved and authorized by all necessary public limited liability company (naamloze vennootschap) action on the part of Xxxxxx and (c) this Agreement is a valid and binding obligation of Xxxxxx, enforceable against Xxxxxx in accordance with its terms.
