Guaranteed Swap Obligations means the due and punctual payment and performance of all obligations of Holdings and the Subsidiaries under each Swap Agreement that (a) is with a counterparty that is the Administrative Agent or any of its Affiliates, (b) is in effect on the Effective Date with a counterparty that is a Lender or an Affiliate of a Lender as of the Effective Date or (c) is entered into after the Effective Date with any counterparty that is a Lender or an Affiliate of a Lender at the time such Swap Agreement is entered into.
Guaranteed Swap Obligations means the due and punctual payment and performance of all obligations of Holdings, the Borrower and the Restricted Subsidiaries under (unless otherwise elected by the Borrower) each Swap Agreement that (a) is with a counterparty that is the Administrative Agent or any of its Affiliates, (b) is in effect on the Effective Date with a counterparty that is a Lender or an Affiliate of a Lender as of the Effective Date (or who becomes a Lender or an Affiliate of a Lender within 30 days of the Effective Date) or (c) is entered into after the Effective Date with any counterparty that is a Lender or an Affiliate of a Lender at the time such Swap Agreement is entered into or shall become a Lender or an Affiliate of a Lender after it has entered into such agreement.
Guaranteed Swap Obligations means the due and punctual payment and performance of all obligations of Holdings, any Intermediate Parent, the Borrower and the Restricted Subsidiaries under each Swap Agreement that (a) is with a counterparty that is the Administrative Agent or any of its Affiliates, (b) is in effect on the Closing Date with a counterparty that is a Lender or an Affiliate of a Lender as of the Closing Date or (c) is with a counterparty that was a Lender or an Affiliate of a Lender as of the date such Guaranteed Swap Obligations were entered into; provided, that such Swap Agreement designates the obligations owed thereunder as Secured Swap Obligations as defined in and under the Credit Agreement.
Examples of Guaranteed Swap Obligations in a sentence
Holding and the Subsidiary Borrowers have requested that the Required Lenders (i) consent to the sale by ASI of its Mexican-based Calorex water heating business, (ii) consent to the sale by ASI of its German-based Perrot disc drum brake business, (iii) amend Section 3.04(a)(C) of the Credit Agreement, (iv) amend Section 6.05(b) of the Credit Agreement and (v) amend the definition of "Guaranteed Swap Obligations" contained in the Domestic Guarantee.
Each of the Guarantor, the Swap Guarantors and the Creditor Parties hereby confirms that it is its intention that the Guaranteed Obligations (in the case of the Guarantor) and the Guaranteed Swap Obligations (in the case of each Swap Guarantor) do not constitute a fraudulent transfer or conveyance for purposes of the United States Bankruptcy Code, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar law.
Each of the Borrowers and each of the Creditor Parties hereby confirms that it is its intention that the Guaranteed Swap Obligations not constitute a fraudulent transfer or conveyance for purposes of the United States Bankruptcy Code, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar law.
Notwithstanding the foregoing, no amount received from a Swap Guarantor in respect of its Guaranteed Swap Obligations shall be applied to any Excluded Swap Obligations.
More Definitions of Guaranteed Swap Obligations
Guaranteed Swap Obligations means all obligations, liabilities or other indebtedness of any Loan Party under any Swap Contract permitted under Article VII that is entered into by and between any Loan Party and any Swap Bank.
Guaranteed Swap Obligations means all Swap Obligations of the Borrower and the Subsidiaries under each Swap Agreement that (a) is with a counterparty that is the Administrative Agent or any of its Affiliates, (b) is in effect on the Effective Date with a counterparty that is a Lender or an Affiliate of a Lender as of the Effective Date, or (c) is entered into after the Effective Date with any counterparty that is a Lender or an Affiliate of a Lender at the time such Swap Agreement is entered into; provided, however, that Guaranteed Swap Obligations shall not include any Excluded Swap Obligations.
Guaranteed Swap Obligations means all obligations, liabilities or other indebtedness of any Loan Party under any Swap Contract permitted under Article VII that is entered into by and between any Loan Party and any Swap Bank. “Guarantors” means, as of any date, all Subsidiaries of Borrower that have executed the Guaranty (or an addendum thereto in the form attached to the Guaranty), and “Guarantor” means any one of the Guarantors. “Guaranty” means the Guaranty made by the Guarantors in favor of Administrative Agent and Lenders, substantially in the form of Exhibit F. “Hazardous Materials” means all explosive or radioactive substances or wastes and all hazardous or toxic substances, wastes or other pollutants, including petroleum or petroleum distillates, asbestos or asbestos-containing materials, polychlorinated biphenyls, radon gas, infectious or medical wastes and all other substances or wastes of any nature regulated pursuant to any Environmental Law. “Impacted Loans” has the meaning specified in Section 3.03. “Indebtedness” means, as to any Person at a particular time, without duplication, all of the following, whether or not included as indebtedness or liabilities in accordance with GAAP: (a) all obligations of such Person for borrowed money and all obligations of such Person evidenced by bonds, debentures, notes, loan agreements or other similar instruments; (b) all direct or contingent obligations of such Person arising under letters of credit (including standby and commercial), bankers’ acceptances and bank guaranties; (c) net obligations of such Person under any Swap Contract; (d) all obligations of such Person to pay the deferred purchase price of property or services (other than trade accounts payable in the ordinary course of business and, in each case, not past due for more than sixty (60) days after the date on which such trade account payable was created); (e) indebtedness (excluding prepaid interest thereon) secured by a Lien on property owned or being purchased by such Person (including indebtedness arising under conditional sales or other title retention agreements), whether or not such indebtedness shall have been assumed by such Person or is limited in recourse; (f) Capital Leases, Synthetic Lease Obligations, and other obligations that are considered borrowed money obligations for tax purposes but operating leases in accordance with GAAP; (g) all obligations of such Person to purchase, redeem, retire, defease or otherwise make any payment in respect of any Equity ...
Guaranteed Swap Obligations has the meaning given in Clause 16.1(b)(i);
Guaranteed Swap Obligations means all Swap Obligations of any Credit Party or any of its Subsidiaries under each Swap Contract that (a) is in effect on the Effective Date between any Credit Party or any of its Subsidiaries and a Designated Counterparty or (b) is entered into after the Effective Date between any Credit Party or any of its Subsidiaries and any counterparty that is a Designated Counterparty at the time such Swap Contract is entered into, in each case, that has been designated to the Administrative Agent by written notice from the Borrower as being a Guaranteed Swap Obligation for the purpose of the Loan Documents, it being understood that each Designated Counterparty thereto shall be deemed to appoint the Administrative Agent as its agent under the applicable Loan Documents.
Guaranteed Swap Obligations means (a) the Guaranteed Hedge Obligations and (b) the Guaranteed Cash Management Obligations.
Guaranteed Swap Obligations contained in the Domestic Guarantee is hereby amended to read as follows: