Examples of KGaA Guarantor in a sentence
Each KGaA Guarantor covenants and agrees that, so long as the Termination Date shall not have occurred, such KGaA Guarantor will perform and observe, and cause each of its Subsidiaries to perform and observe, all of the terms, covenants and agreements set forth in the Loan Documents on its or their part to be performed or observed or that the Borrowers have agreed to cause such KGaA Guarantor or such Subsidiaries to perform or observe.
Upon the sale or dissolution of a KGaA Guarantor or in the event that any KGaA Guarantor is designated a Dormant Subsidiary, in each case, to the extent permitted in accordance with the terms of the Loan Documents, such KGaA Guarantor shall be automatically released from the KGaA Guaranty.
It is a condition precedent to the making of Loans by the Lenders and the issuance of Letters of Credit by the L/C Issuer under the Credit Agreement from time to time that each KGaA Guarantor shall have executed and delivered this KGaA Guaranty.
No KGaA Guarantor shall have the right to assign its rights hereunder or any interest herein without the prior written consent of the Lenders.
In any proceeding under any Bankruptcy Law relating to any other Loan Party, each KGaA Guarantor consents to the Lenders receiving payment in full in cash of all KGaA Guaranteed Obligations (including all interest and expenses accruing after the commencement of a proceeding under any Bankruptcy Law, whether or not constituting an allowed claim in such proceeding ("Post Petition Interest")) before such KGaA Guarantor receives payment of any Subordinated Obligations.
Each KGaA Guarantor guarantees that the KGaA Guaranteed Obligations will be paid in accordance with the terms of the Loan Documents, regardless of any Law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of any Lender with respect thereto to the fullest extent permitted by applicable Law.
Each KGaA Guarantor agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Law.
This KGaA Guaranty is a continuing guaranty and shall (a) remain in full force and effect until the Termination Date, (b) be binding upon each KGaA Guarantor, its successors and assigns and (c) inure to the benefit of and be enforceable by the Lenders and their successors, transferees and assigns.
Each KGaA Guarantor will derive substantial direct and indirect benefits from the transactions contemplated by the Credit Agreement.
Except during the continuance of an Event of Default (including the commencement and continuation of any proceeding under any Bankruptcy Law relating to any other Loan Party), each KGaA Guarantor may receive regularly scheduled payments from any other Loan Party on account of the Subordinated Obligations.