Indemnification Guarantor definition
Examples of Indemnification Guarantor in a sentence
Indemnification Guarantor agrees that it will from time to time, at the request of Recipient (or its assigns), provide information relating to the business and affairs of Indemnification Guarantor as Recipient may reasonably request.
All communications and notices provided for hereunder shall be in writing (including email or electronic transmission or similar writing) and shall be given to the other parties hereto as follows: if to Indemnification Guarantor, at the following address or email address: N▇▇▇▇▇ Industries Ltd.
Indemnification Guarantor also agrees to do all such things and execute all such documents as may be reasonably necessary or desirable to give full effect to this Guarantee and to perfect and preserve the rights and powers of Recipient (and its assigns) hereunder.
The Indemnification Guarantor is a duly incorporated and validly existing exempted company in good standing under the laws of Bermuda, with the power and authority under its constitutional documents and under the laws of Bermuda to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted.
The Indemnification Guarantor has complied with all applicable Laws, the non-compliance with which could reasonably be expected to have a Material Adverse Effect.
Except as otherwise provided herein, all payments to be made by Indemnification Guarantor hereunder shall be made free and clear of any deduction or withholding, except as required by applicable Law.
The Indemnification Guarantor will comply with all applicable Laws to which it may be subject if the failure to comply could reasonably be expected to have a Material Adverse Effect.
No amendment or waiver of any provision of this Guarantee nor consent to any departure by Indemnification Guarantor therefrom shall be effective unless the same shall be in writing and signed by the Administrative Agent (with the consent of the Purchasers) and Indemnification Guarantor.
If any payments on the Pool Receivables or other Collections are received by the Indemnification Guarantor, it shall hold such payments in trust for the benefit of the Administrative Agent, the Purchasers and the other Secured Parties and promptly (but in any event within two (2) Business Days after receipt thereof) remit such funds into a Collection Account.
No automatic stay under the Federal Bankruptcy Code with respect to any Covered Entity or other federal, state or other applicable bankruptcy, insolvency or reorganization statutes to which such Covered Entity is subject shall postpone the Payment Obligations of Indemnification Guarantor under this Guarantee.