ContractSubsidiary Guarantee • November 13th, 2024 • Elicio Therapeutics, Inc. • Pharmaceutical preparations • New York
EXHIBIT D SUBSIDIARY GUARANTEE SUBSIDIARY GUARANTEE, dated as of September 8, 2008 (this "GUARANTEE"), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the "GUARANTORS"), in...Subsidiary Guarantee • September 9th, 2008 • Metalink LTD • Semiconductors & related devices • New York
SUBSIDIARY GUARANTEESubsidiary Guarantee • January 27th, 2020 • Cardax, Inc. • Pharmaceutical preparations • New York
This SUBSIDIARY GUARANTEE, dated as of January _, 2020 (this “Guarantee”), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of Harbor Gates Capital, LLC (together with their permitted assigns, the “Secured Parties”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • January 29th, 2016 • POSITIVEID Corp • Laboratory analytical instruments • New York
SUBSIDIARY GUARANTEE, dated as of January 28, 2016 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Purchaser signatory (together with their permitted assigns, the “Purchaser”) to that certain Securities Purchase Agreement, dated as of the date hereof, between PositiveID Corporation, a Delaware corporation (the “Company”) and the Purchaser.
1 EXHIBIT 4.6 SUBSIDIARY GUARANTEE For value received, IASIS Healthcare MSO Sub of Salt Lake City, LLC, a Utah limited liability company (the "Guarantor", which term includes any successor Person under the Indenture referred to below) has, jointly and...Subsidiary Guarantee • January 12th, 2000 • Southwest General Hospital Lp
SUBSIDIARY GUARANTEESubsidiary Guarantee • June 15th, 2012 • Adamis Pharmaceuticals Corp • Pharmaceutical preparations • New York
SUBSIDIARY GUARANTEE, dated as of June ___, 2012 (this “Guarantee”), made by Adamis Corporation, a Delaware corporation, Adamis Laboratories, Inc., a Delaware corporation, and Adamis Viral Therapies, Inc., a Delaware corporation (collectively and together with any other entity that may become a party hereto as provided herein, the “Guarantor”, and together with the Company (as defined below), the “Debtors”), in favor of the purchaser (including such purchaser’s successors, transferees and assigns, the “Purchaser”) signatory to the Purchase Agreement (as defined below).
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 23rd, 2011 • Luxottica Group Spa • Ophthalmic goods • New York
THIS SUBSIDIARY GUARANTEE, dated as of December 15, 2011 (the “Subsidiary Guarantee”) and granted by the companies listed on Annex A hereto, together with each other Person which from time to time executes and delivers an instrument of accession substantially in the form attached hereto as Annex B (each a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”), to each of the purchasers set forth on Schedule A to the Note Purchase Agreement (as defined below), as purchasers (herein, each, including its respective successors and assigns duly registered in accordance with Section 14.1 of the Note Purchase Agreement referred to below, a “Noteholder” and, together, the “Noteholders”) of the U.S.$350,000,000 aggregate principal amount of 4.35% Series I Senior Guaranteed Notes due 2021 (the “Notes”) of Luxottica U.S. Holdings Corp., a corporation incorporated in Delaware (the “Company”), issued pursuant to the Note Purchase Agreement, dated December 15, 2011 (herein, as the sam
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 10th, 2020 • Taronis Fuels, Inc. • Special industry machinery, nec • New York
SUBSIDIARY GUARANTEE, dated as of __, 2020 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, by and among Taronis Fuels, Inc., a Delaware corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEE CompUSA PC Operating Company, a Delaware business trust ("Guarantor"), hereby executes this Subsidiary Guarantee (this "Subsidiary Guarantee") on behalf of its ultimate parent entity, CompUSA Inc., a Delaware corporation, in...Subsidiary Guarantee • September 15th, 1999 • Compusa Inc • Retail-computer & computer software stores
CompUSA PC Operating Company, a Delaware business trust ("Guarantor"), hereby executes this Subsidiary Guarantee (this "Subsidiary Guarantee") on behalf of its ultimate parent entity, CompUSA Inc., a Delaware corporation, in connection with that certain Indenture (the "Indenture") dated as of June 17, 1993, among CompUSA Inc., a Delaware corporation (the "Company"), certain of its subsidiaries (collectively, with the Guarantor, the "Guarantors") and U.S. Trust Company of Texas, N.A. (the "Trustee"). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to them in the Indenture.
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 5th, 2024 • Nauticus Robotics, Inc. • General industrial machinery & equipment, nec • New York
This SUBSIDIARY GUARANTEE (this “Guarantee”) is made as of November 4, 2024, by NAUTICUS ROBOTICS HOLDINGS, INC. (F/K/A NAUTICUS ROBOTICS, INC.), a Texas corporation (together with its successors and assigns, “Nauticus Sub”), NAUTIWORKS LLC, a Delaware limited liability company (together with its successors and assigns, “NautiWorks”), NAUTICUS ROBOTICS FLEET LLC, a Delaware limited liability company (together with its successors and assigns, “Nauticus Fleet”) and NAUTICUS ROBOTICS USA LLC, a Delaware limited liability company (together with its successors and assigns, “Nauticus USA”, and together with Nauticus Sub, NautiWorks, Nauticus Fleet and any other entity that may become a party hereto as provided herein, collectively, the “Guarantors”, and each, a “Guarantor”), in favor of the investors under the Securities Purchase Agreement (as defined below) (collectively, the “Buyers”) and ATW Special Situations Management LLC, in its capacity as the collateral agent for the Buyers (the “Ag
ARTICLE I DEFINITIONSSubsidiary Guarantee • November 7th, 2002 • Nebraska Book Co • Wholesale-miscellaneous nondurable goods • New York
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 8th, 2022 • Isun, Inc. • Semiconductors & related devices • Delaware
SUBSIDIARY GUARANTEE, dated as of November 4, 2022 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between iSun, Inc., a Delaware corporation (the “Company”), and the Purchasers.
EXHIBIT 4.2 [FORM OF NOTATION OF SUBSIDIARY GUARANTEE] For value received, each Guarantor (which term includes any successor Person under the Indenture) has, jointly and severally, unconditionally guaranteed, to the extent set forth in the Indenture...Subsidiary Guarantee • July 14th, 2004 • Biltmore Surgery Center Holdings Inc • Services-general medical & surgical hospitals, nec
For value received, each Guarantor (which term includes any successor Person under the Indenture) has, jointly and severally, unconditionally guaranteed, to the extent set forth in the Indenture and subject to the provisions in the Indenture dated as of June 22, 2004 (the "Indenture") among IASIS Healthcare LLC, (the "Company"), IASIS Capital Corporation ("IASIS Capital," and together with the Company, the "Issuers"), the Guarantors party thereto and The Bank of New York Trust Company, N.A., as trustee (the "Trustee"), (a) the due and punctual payment of the principal of, premium and Special Interest, if any, and interest on, the Notes, whether at maturity, by acceleration, redemption or otherwise, the due and punctual payment of interest on overdue principal of and interest on the Notes, if any, if lawful, and the due and punctual performance of all other Obligations of the Issuers to the Holders or the Trustee all in accordance with the terms of the Indenture and (b) in case of any e
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 19th, 2017 • PlayAGS, Inc. • Miscellaneous manufacturing industries • New York
This SUBSIDIARY GUARANTEE dated and effective as of June 6, 2017 (as amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) by and among each Subsidiary listed on the signature page hereof and each other Subsidiary that becomes a party hereto after the date hereof (each a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors”) and JEFFERIES FINANCE LLC, as collateral agent (together with its successors and permitted assigns in such capacity, the “Agent”) for the Secured Parties (as defined below).
SUBSIDIARY GUARANTEESubsidiary Guarantee • April 17th, 2015 • Directview Holdings Inc • Communications services, nec • New York
SUBSIDIARY GUARANTEE, dated as of April 8, 2015 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Purchaser signatory (together with their permitted assigns, the “Purchaser”) to that certain Securities Purchase Agreement, dated as of the date hereof, between DirectView Holdings, Inc., a Nevada corporation (the “Company”) and the Purchaser.
SUBSIDIARY GUARANTEESubsidiary Guarantee • October 13th, 2023 • NightFood Holdings, Inc. • Sugar & confectionery products • Nevada
This SUBSIDIARY GUARANTEE (the “Guarantee”), dated as of May 31, 2023, is made by Nightfood, Inc., a New York corporation, and MJ Munchies, Inc., a Nevada corporation (the “Guarantors”), Nightfood Holdings, Inc., a Nevada corporation (the “Company”), and Mast Hill Fund, L.P., a Delaware limited partnership (the “Purchaser”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • February 18th, 2020 • ASTROTECH Corp • Laboratory analytical instruments • Texas
SUBSIDIARY GUARANTEE, dated as of February 13, 2020 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holder of the secured promissory note issued by Astrotech Corporation, a Delaware corporation (the “Company”) due September 5, 2020, in the original aggregate principal amount of $1,000,000 (the “Note”) (together with his permitted assigns, the “Lender”).
Exhibit 10.4 SUBSIDIARY GUARANTEE Subject to Section 11.04 of that certain Indenture (as supplemented, the "Indenture"), dated as of July 1, 1997, by and among Polymer Group, Inc., a Delaware corporation, the Guarantors named therein and Harris Trust...Subsidiary Guarantee • August 14th, 2001 • Polymer Group Inc • Broadwoven fabric mills, man made fiber & silk
Subject to Section 11.04 of that certain Indenture (as supplemented, the "Indenture"), dated as of July 1, 1997, by and among Polymer Group, Inc., a Delaware corporation, the Guarantors named therein and Harris Trust and Savings Bank, as Trustee, _______________________, a ______________ corporation ("_____"), hereby unconditionally, jointly and severally, guarantees with the other Guarantors under the Indenture, to each Holder of a Security authenticated by the Trustee and to the Trustee and its successors and assigns that: the principal of and interest on the Securities will be promptly paid in full when due, subject to any applicable grace period, whether at maturity, by acceleration or otherwise, and interest on the overdue principal and interest on any overdue interest on the Securities, to the extent lawful, and all other obligations of the Company to the Holders or the Trustee under the Indenture or under the Securities will be promptly paid in full or performed, all in accordan
AMENDED AND RESTATED SUBSIDIARY GUARANTEESubsidiary Guarantee • April 15th, 2008 • Heartland Oil & Gas Corp • Bituminous coal & lignite surface mining • New York
AMENDED AND RESTATED SUBSIDIARY GUARANTEE, dated as of August 16, 2007, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of Sheridan Asset Management LLC (the “Lender”) pursuant to that certain Loan Agreement, dated as of April 6, 2007, between Universal Property Development and Acquisition Corporation, a Nevada corporation (“UPDA”) and the Lender and that certain Loan Agreement dated as of August 16, 2007 between UPDA, and the Lender.
SUBSIDIARY GUARANTEESubsidiary Guarantee • February 22nd, 2008 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
THIS SUBSIDIARY GUARANTEE, dated as of February 21, 2008 (this “Guarantee”), is by and among each of the undersigned subsidiaries (together with any other entity that may become an additional guarantor hereunder, the “Guarantors”) of Integrated BioPharma, Inc., a Delaware corporation (the “Company”), and CD Financial, LLC, in its capacity as collateral agent (in such capacity, the “Collateral Agent”), for the benefit of CD Financial, LLC (“Investor” and collectively with their permitted successors and assigns, the “Holders”) of the 9.5% Convertible Senior Secured Note (as amended, restated, supplemented or otherwise modified from time to time, the “Note”) issued as of the date hereof, pursuant to the Securities Purchase Agreement, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Securities Purchase Agreement”), by and between the Company and Investor. Capitalized terms used herein and not otherwise defined shall have the resp
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 30th, 2023 • Creatd, Inc. • Services-allied to motion picture production • New York
SUBSIDIARY GUARANTEE, dated as of December 11, 2022 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Creatd, Inc., a Nevada corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEESubsidiary Guarantee • October 24th, 2024 • Algorhythm Holdings, Inc. • Phonograph records & prerecorded audio tapes & disks
THIS SUBSIDIARY GUARANTEE (as amended, restated, supplemented, or otherwise modified and in effect from time to time, this “Guarantee”) is made as of October 22, 2024, jointly and severally, by and among Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), SMC (HK) Limited, a Hong Kong company, SMC Logistics, Inc., a California corporation, SMC-Music, Inc., a Florida corporation, MICS Hospitality Holdings, Inc., a Delaware corporation, MICS Hospitality Management, LLC, a Delaware limited liability company, MICS Nomad, LLC, a Delaware limited liability company, SemiCab Holdings, LLC, a Nevada limited liability company, The Singing Machine Company, Inc., a Delaware corporation, and together with each other Person who becomes a party to this Guarantee by execution of a joinder in the form of Exhibit A attached hereto, which shall include all wholly-owned or majority-owned subsidiaries of the Company acquired after the date hereof for so long as this Guarantee remains in effe
SUBSIDIARY GUARANTEESubsidiary Guarantee • February 11th, 2011 • Accentia Biopharmaceuticals Inc • Pharmaceutical preparations • New York
THIS SUBSIDIARY GUARANTEE, dated as of November 17, 2010 (this “Guarantee”), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holders (together with their permitted assigns, the “Holders”) of the 8.50% Secured Convertible Debentures Due May 17, 2012 (collectively, the “Debentures”) of Accentia Biopharmaceuticals, Inc., a Florida corporation (the “Company”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • September 2nd, 2003 • Water Pik Technologies Inc • Electric housewares & fans
GUARANTEE dated as of August 27, 2003, by Jandy Industries, Inc., a California corporation (the “Guarantor”), in favor of JPMorgan Chase Bank, a New York banking corporation, as administrative and collateral agent (“Agent”) for (i) the Lenders (the “Lenders”) named in Schedule 1.01 of the Amended and Restated Revolving Credit Agreement dated as of the date hereof, among Water Pik, Inc., Laars, Inc. and Water Pik Technologies Canada, Inc. (collectively, the “Borrowers”), the Agent, JPMorgan Chase Bank, Toronto Branch, as Canadian Agent, the Canadian Lenders party thereto and the Lenders (as amended, modified or supplemented from time to time in accordance with its terms, the “Credit Agreement”; capitalized terms used herein and not otherwise defined herein shall have the meanings attributed thereto in the Credit Agreement), (ii) itself and any other Lender as issuer of the Letters of Credit and itself as issuer of the LC Guaranties and (iii) the Persons (other than the Borrowers or Guar
SUBSIDIARY GUARANTEESubsidiary Guarantee • September 19th, 2022 • Creatd, Inc. • Services-allied to motion picture production • New York
SUBSIDIARY GUARANTEE, dated as of September 15, 2022 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Creatd, Inc., a Nevada corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEESubsidiary Guarantee • September 23rd, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
This SUBSIDIARY GUARANTEE (as amended, restated, supplemented, or otherwise modified and in effect from time to time, this “Guarantee”) is made as of September 23, 2024, jointly and severally, by and among Zhibao Technology Inc., a Cayman Islands exempted company (the “Company”), and the Company’s undersigned Subsidiaries which are all Subsidiaries of the Company as of the date hereof (together with each other Person who becomes a party to this Guarantee by execution of a joinder in the form of Exhibit A attached hereto, which shall include all Subsidiaries (as defined in the Purchase Agreement (as defined below)) of the Company formed or acquired after the date hereof for so long as this Guarantee remains in effect, shall be referred to individually as a “Guarantor” and collectively as the “Guarantors”), in favor of __________, a __________, as agent for the Investor (the “Collateral Agent”), for the benefit of itself as the Investor (as defined in the Purchase Agreement).
SUBSIDIARY GUARANTEE (BLAYA, INC.)Subsidiary Guarantee • October 20th, 1998 • Oro Spanish Broadcasting Inc • Radio broadcasting stations • New York
SUBSIDIARY GUARANTEESubsidiary Guarantee • January 15th, 2010 • Adamis Pharmaceuticals Corp • Pharmaceutical preparations • New York
SUBSIDIARY GUARANTEE, dated as of January 11, 2010 (this “Guarantee”), made by Adamis Corporation, a Delaware corporation, Adamis Laboratories, Inc., a Delaware corporation, and Adamis Viral Therapies, Inc., a Delaware corporation (collectively and together with any other entity that may become a party hereto as provided herein, the “Guarantor”, and together with the Company (as defined below), the “Debtors”), in favor of the purchaser(s) (including such purchaser’s(s’) successors, transferees and assigns, the “Purchasers”) signatory to the Purchase Agreement (as defined below).
SUBSIDIARY GUARANTEESubsidiary Guarantee • June 8th, 2020 • Allied Esports Entertainment, Inc. • Services-amusement & recreation services • New York
SUBSIDIARY GUARANTEE, dated as of June 8, 2020 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Allied Esports Entertainment Inc., a Delaware corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEESubsidiary Guarantee • July 2nd, 2007 • Aduromed Industries, Inc. • Hazardous waste management • New York
SUBSIDIARY GUARANTEE, dated as of June 27, 2007 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holders (the “Holders”) of those certain 12% Secured Promissory Notes (the “Notes”) made by Aduromed Industries, Inc. (the “Company”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 29th, 2015 • POSITIVEID Corp • Laboratory analytical instruments • New York
SUBSIDIARY GUARANTEE, dated as of December 22, 2015 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Purchaser signatory (together with their permitted assigns, the “Purchaser”) to that certain Securities Purchase Agreement, dated as of the date hereof, between PositiveID Corporation, a Delaware corporation (the “Company”) and the Purchaser.
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 22nd, 2006 • Oxford Media, Inc. • Telephone communications (no radiotelephone) • New York
This SUBSIDIARY GUARANTEE, dated as of November __, 2006 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, (the “Guarantors”), in favor of the persons signatory (the “Subscribers”) to that certain Subscription Agreement, dated as of the date hereof between Oxford Media, Inc., a Nevada corporation (the “Company”) and the Subscribers.
Exhibit 10.4 SUBSIDIARY GUARANTEE Dated April 26, 2002Subsidiary Guarantee • May 14th, 2002 • Davita Inc • Services-misc health & allied services, nec • New York
FORM OF FIRST AMENDMENT TO SUBSIDIARY GUARANTEESubsidiary Guarantee • November 16th, 2015 • Xenetic Biosciences, Inc. • Pharmaceutical preparations
This First Amendment to Subsidiary Guarantee (this “Amendment”) dated as of ______________, 2015, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Purchaser (together with its permitted assigns, the “Purchaser”) signatory to that certain Securities Purchase Agreement, dated as of June 9, 2015, as amended, between Xenetic Biosciences, Inc., a Nevada corporation (the “Company”) and the Purchaser (the “Securities Purchase Agreement”) pursuant to which the Purchaser purchased from the Company a $3 million Ten Percent (10%) Senior Secured Collateralized Convertible Promissory Note (as amended, the “Original Note” or “Note”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • May 15th, 2012 • Chile Mining Technologies Inc. • Metal mining • New York
This SUBSIDIARY GUARANTEE dated as of May 8, 2012 (this "Guarantee"), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the "Guarantors"), in favor of the purchasers signatory (the "Investors") to that certain Securities Purchase Agreement, dated as of the date hereof (the “SPA”), between Chile Mining Technologies, Inc., a Nevada corporation (the "Company") and the Investors.
