Additional Guarantee Payments definition

Additional Guarantee Payments has the meaning specified in Section 3.17.

Examples of Additional Guarantee Payments in a sentence

  • Each of the Guarantors acknowledges that its obligations hereunder are independent of the obligations of the Issuer Trust with respect to the Capital Securities and that it shall be liable as principal and as debtor hereunder to make Guarantee Payments or Additional Guarantee Payments, as the case may be, pursuant to the terms of this Guarantee Agreement notwithstanding the occurrence of any event referred to in subsections (a) through (g), inclusive, of Section 5.3 hereof.

  • The Additional Guarantor irrevocably and unconditionally agrees to pay in full to the Holders the Additional Guarantee Payments (without duplication of amounts theretofore paid by or on behalf of the Issuer Trust or the Guarantor), as and when due, regardless of any defense, right of set-off or counterclaim that the Issuer Trust or the Guarantor may have or assert, except the defense of payment.

  • The Additional Guarantor irrevocably and unconditionally agrees to pay in full to the Holders the Additional Guarantee Payments (without duplication of amounts theretofore paid by or on behalf of the Issuer Trust or the Guarantor), as and when the same are due and payable by the Guarantor, regardless of any defense, right of set-off or counterclaim that the Issuer Trust or the Guarantor may have or assert, except the defense of payment.

  • Guarantee Payments and Additional Guarantee Payments Free of Puerto Rico Tax...............................................................

  • All Guarantee Payments and Additional Guarantee Payments shall be made without set-off, counterclaim, fees, liabilities or similar deductions, and free and clear of, and without deduction or withholding for, taxes, levies, imposts, duties, charges or fees of whatsoever nature now or hereafter imposed, levied, collected, deducted, withheld or assessed by or on behalf of the Commonwealth of Puerto Rico or any district, municipality or political subdivision or taxing authority thereof or therein ("Taxes").

  • Notwithstanding the foregoing, under certain circumstances set forth in Section 3.2(b), the Additional Guarantee Payments may be subject to a reduction to the Reduced Additional Guarantee Payment.

  • For the avoidance of doubt, the Reduced Additional Guarantee Payment is in lieu of, and not in addition to, the Additional Guarantee Payments, Manufacturing Fees, and [***].

  • All Additional Guarantee Payments shall be made without set-off, counterclaim, fees, liabilities or similar deductions, and free and clear of, and without deduction or withholding for, taxes, levies, imposts, duties, charges or fees of whatsoever nature now or hereafter imposed, levied, collected, deducted, withheld or assessed by or on behalf of the Commonwealth of Puerto Rico or any political subdivision or taxing authority thereof or therein (“Taxes”).

  • The Additional Guarantee will not be discharged except by payment of the Additional Guarantee Payments in full (without duplication of amounts theretofore paid by the Issuer or the Guarantor) or upon distribution of the Debentures to the Holders as provided in the Trust Agreement.

  • Such termination shall not relieve Amgen of its obligations hereunder to pay Nektar the Exclusive Suite/Guarantee Payment, undisputed amounts on account of Manufacturing Fees and, if applicable, [***], Additional Guarantee Payments, and Reduced Additional Guarantee Payments that are due and owing on the date of such termination.

Related to Additional Guarantee Payments

  • Guarantee Payments means the following payments or distributions, without duplication, with respect to the Preferred Securities, to the extent not paid or made by the Issuer: (i) any accrued and unpaid Distributions (as defined in the Declaration) that are required to be paid on such Preferred Securities to the extent the Issuer shall have funds available therefor, (ii) the redemption price, including all accrued and unpaid Distributions to the date of redemption (the "Redemption Price") to the extent the Issuer has funds available therefor, with respect to any Preferred Securities called for redemption by the Issuer, and (iii) upon a voluntary or involuntary dissolution, winding-up or termination of the Issuer (other than in connection with the distribution of Debentures to the Holders in exchange for Preferred Securities as provided in the Declaration), the lesser of (a) the aggregate of the liquidation amount and all accrued and unpaid Distributions on the Preferred Securities to the date of payment, to the extent the Issuer shall have funds available therefor, and (b) the amount of assets of the Issuer remaining available for distribution to Holders in liquidation of the Issuer (in either case, the "Liquidation Distribution"). If an event of default under the Indenture has occurred and is continuing, the rights of holders of the Common Securities to receive payments under the Common Securities Guarantee Agreement are subordinated to the rights of Holders of Preferred Securities to receive Guarantee Payments.

  • Guarantee Payment means any payment made by a Guarantor pursuant to a Guarantee Agreement in respect of a Trust Student Loan.

  • Additional Guarantor means a company which becomes an Additional Guarantor in accordance with Clause 25 (Changes to the Obligors).

  • Additional Guarantors shall have the meaning assigned to such term in the Preamble hereof.

  • Guarantee Fee shall have the meaning given to that term in Section 4.1.

  • Guarantee Amount means the maximum amount payable under a guarantee which amount shall be specifically set forth in writing at the time the guarantee is entered into by the authority.

  • Subsidiary Guarantee Agreement means the Subsidiary Guarantee Agreement, substantially in the form of Exhibit D, made by the Subsidiary Loan Parties in favor of the Administrative Agent for the benefit of the Lenders.

  • Financial guarantee means a performance bond, maintenance bond, surety bond, irrevocable letter of credit, or similar guarantees submitted to the [administering authority] by the responsible party to assure that requirements of the ordinance are carried out in compliance with the storm water management plan.

  • Guarantee Agreement means this Guarantee Agreement, as modified, amended or supplemented from time to time.

  • Subsidiary Guaranty Agreement means each unconditional guaranty agreement executed by the Subsidiary Guarantors in favor of the Administrative Agent for the ratable benefit of the Secured Parties, substantially in the form of Exhibit H, as amended, restated, supplemented or otherwise modified from time to time.

  • Subsidiary Guaranties means the Domestic Subsidiary Guaranty and each Foreign Subsidiary Guaranty.

  • Guarantee Period /’Maintenance Period’ shall mean the period during which the Contractor shall remain liable for repair or replacement of any defective part of the works performed under the contract.

  • Swap Guarantee If so specified in the Supplement with respect to any Series, the guarantee issued by the Swap Guarantor in favor of the Trust substantially in the form attached as an exhibit to the Swap Agreement.

  • Guarantee Agreements means the Parent Guarantee Agreement and the Subsidiary Guarantee Agreement.

  • Guarantee Priority of Payments means the priority of payments relating to moneys received by the Cash Manager for and on behalf of the Guarantor and moneys standing to the credit of the Guarantor Accounts, to be paid on each Guarantor Payment Date in accordance with the Guarantor Agreement.

  • Guarantee Assumption Agreement means a Guarantee Assumption Agreement substantially in the form of Exhibit B to the Guarantee and Security Agreement between the Collateral Agent and an entity that pursuant to Section 5.08 is required to become a “Subsidiary Guarantor” under the Guarantee and Security Agreement (with such changes as the Administrative Agent shall request consistent with the requirements of Section 5.08).

  • Original Guarantor means the Persons identified as such in the first paragraph of this Indenture until a successor Person shall have become such pursuant to the applicable provisions of this Indenture, and thereafter each such successor Person shall be an “Original Guarantor”.

  • Guarantee and Collateral Agreement the Guarantee and Collateral Agreement to be executed and delivered by the Borrower and each Subsidiary Guarantor, substantially in the form of Exhibit A, as the same may be amended, supplemented or otherwise modified from time to time.

  • Guaranty Supplement means an instrument substantially in the form of Exhibit I hereto.

  • Subsidiary Guarantees means the guarantees of each Subsidiary Guarantor as provided in Article Thirteen.

  • Original Guarantors shall have the meaning assigned to such term in the Preamble hereof.

  • obligor on the indenture securities means the Company or any other obligor on the Securities. All other terms used in this Indenture that are defined by the TIA, defined in the TIA by reference to another statute or defined by SEC rule have the meanings therein assigned to them.

  • Permitted SBIC Guarantee means a guarantee by the Borrower of Indebtedness of an SBIC Subsidiary on the SBA’s then applicable form, provided that the recourse to the Borrower thereunder is expressly limited only to periods after the occurrence of an event or condition that is an impermissible change in the control of such SBIC Subsidiary (it being understood that, as provided in clause (s) of Article VII, it shall be an Event of Default hereunder if any such event or condition giving rise to such recourse occurs).

  • Subsidiary Guaranty is defined in Section 9.7(a).

  • Guarantee used as a verb has a corresponding meaning.

  • Guaranty Agreement means an agreement executed by the Guarantors in substantially the form of Exhibit F-2 unconditionally guarantying on a joint and several basis, payment of the Indebtedness, as the same may be amended, modified or supplemented from time to time.