Parent Limited Guaranty definition

Parent Limited Guaranty means a Guaranty substantially in the form of Exhibit B attached hereto to be executed by each Parent Guarantor in favor of Banks, pursuant to which each respective Parent Guarantor guarantees payment and performance in full of the Obligations, with recourse limited as set forth therein to the issued and outstanding Equity of Borrower owned by such Parent Guarantor and pledged to secure the Obligations pursuant to such Parent Guarantor’s Parent Pledge Agreement.
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Parent Limited Guaranty shall have the meaning set forth in the Recitals.
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Parent Limited Guaranty means that certain Limited Guaranty, dated of the date hereof, made by Parent in favor of Agent. “Parent Pledge Agreement” means that certain Pledge Agreement, dated of the date hereof, made by Parent in favor of Agent. “Participant” has the meaning set forth in Section 15.10(b).
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Examples of Parent Limited Guaranty in a sentence

  • Concurrently with the execution of this Agreement, KKR has delivered to the Company a true, correct and complete copy of the fully executed Parent Limited Guaranty.

  • The Parent Limited Guaranty is in full force and effect and is a legal, valid and binding obligation of the parties thereto, enforceable in accordance with their respective terms.

  • Purchaser shall, concurrently with the execution and delivery of this Agreement, cause to be executed and delivered to Seller the Purchaser Parent Limited Guaranty.

  • The Bankruptcy Court shall have entered an order, in form and substance acceptable to Administrative Agent, authorizing and approving the Delta/Laramie Transaction, the consummation thereof, and Delta’s execution and delivery of the Parent Limited Guaranty and its Parent Pledge Agreement, which order shall not be subject to any unexpired stay arising under Law or entered by the Bankruptcy Court or any other court having jurisdiction to enter such stay.

  • Payment and performance of the Obligations shall be fully guaranteed by each Parent Guarantor pursuant to a Parent Limited Guaranty, with recourse under each respective Parent Limited Guaranty limited to the issued and outstanding Equity of Borrower pledged by such Parent Guarantor to secure the Obligations pursuant to its respective Parent Pledge Agreement.


More Definitions of Parent Limited Guaranty

Parent Limited Guaranty has the meaning set forth in Section 5.8(a). “Party” or “Parties” has the meaning set forth in the preamble. “Payoff Letters” has the meaning set forth in Section 3.4(a). “Permit” means any approval, authorization, consent, franchise, license, permit or certificate of or by any Governmental Authority. “Permitted Liens” means (a) Liens for current Taxes, assessments or other claims not yet delinquent or the amount or validity of which is being contested in good faith by appropriate proceedings and for which adequate reserves have been established on the Interim Balance Sheet in accordance with GAAP; (b) statutory, mechanics’, carriers’, workers’, repairers’ and similar Liens arising under applicable Law and incurred in the Ordinary Course or the amount or validity of which is being contested in good faith by appropriate proceedings and for which adequate reserves have been established on the Interim Balance Sheet in accordance with GAAP; (c) Liens in favor of any lessor, sub-lessor, licensor or sub-licensor arising under any Contract provided such Liens do not affect the use or value of the assets affected thereby; (d) with respect to any Leased Real Property, all public and private roads, streets and sidewalks, and electric power, telephone, cable, gas, sanitary sewer, storm sewer, water and other utility improvements and structures, and all licenses, easements, rights-of-way and other similar agreements or arrangements relating thereto which do not affect the use or value of the Leased Real Property affected thereby. “Person” means any individual, corporation, partnership, limited liability company, firm, joint venture, association, joint-stock company, trust, unincorporated organization, representative office, branch, Governmental Authority or other similar entity. “Personnel Records” has the meaning set forth in Section 9.1(f). “Post-Closing Tax Period” means any taxable period (or portion of a Straddle Period) beginning after the Closing Date. “Pre-Closing Representation” has the meaning set forth in Section 13.15(a)(i). “Pre-Closing Tax Period” means any taxable period ending on or prior to the Closing Date. “Prior Company Counsel” has the meaning set forth in Section 13.15(a)(i). “Products” has the meaning set forth in Section 4.22(a). “Proposed Adjustment Amount” has the meaning set forth in Section 2.3(a). “Purchase Price” has the meaning set forth in Section 2.1. “Purchase Price Allocation Schedule” has the meaning set forth in Section 2.5(b). “Pu...
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Parent Limited Guaranty means that certain Amended and Restated Limited Guaranty, dated of the date hereofAmendment No. 1 Effective Date, made by Parent in favor of Agent.
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Parent Limited Guaranty means that certain Limited Guaranty, dated of the date hereof, made by Parent in favor of Agent.
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Parent Limited Guaranty means the Limited Guaranty made by the Parent in favor of the Lender, substantially in the form of Exhibit B.
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Related to Parent Limited Guaranty

  • Limited Guaranty With respect to any Series (or Class within such Series), any guarantee of, or insurance policy or other comparable form of credit enhancement with respect to, amounts required to be distributed in respect of such Series (or Class) or payments under all or certain of the Underlying Securities relating to such Series or Class, executed and delivered by a Limited Guarantor in favor of the Trustee, for the benefit of the Certificateholders, as specified in the related Supplement.

  • Parent Guaranty means the guaranty of the Parent pursuant to Section 15.

  • Holdings Guaranty means the Holdings Guaranty made by Holdings in favor of the Administrative Agent on behalf of the Secured Parties, substantially in the form of Exhibit F.

  • Limited Guarantee has the meaning set forth in the Recitals.

  • Limited Guarantor With respect to any Series (or Class within such Series), a Person specified in the related Supplement as providing a guarantee or insurance policy or other credit enhancement supporting the distributions in respect of such Series (or Class within such Series) as and to the extent specified in such Supplement.

  • 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.

  • Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.

  • Seller Guaranty means a guaranty of payment and performance issued by a Seller Guarantor in the form attached to this Agreement as Exhibit V or in such other form as may be acceptable to Purchaser acting reasonably.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Parent Agreement has the meaning given to it in Clause 12;

  • Intercompany Loan Agreement has the meaning set forth in the Purchase and Sale Agreement.

  • 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.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Holdings Pledge Agreement means the Pledge Agreement of even date herewith executed by Holdings in favor of Agent, on behalf of itself and Lenders, pledging all Stock of Borrower.

  • Borrower Pledge Agreement means the Pledge Agreement of even date herewith executed by Borrower in favor of Agent, on behalf of itself and Lenders, pledging all Stock of its Subsidiaries, if any, and all Intercompany Notes owing to or held by it.

  • Guaranty means, with respect to any Person, any obligation (except the endorsement in the ordinary course of business of negotiable instruments for deposit or collection) of such Person guaranteeing or in effect guaranteeing any indebtedness, dividend or other obligation of any other Person in any manner, whether directly or indirectly, including (without limitation) obligations incurred through an agreement, contingent or otherwise, by such Person:

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

  • Transaction Agreement has the meaning set forth in the recitals.

  • Company Guaranty means the Company Guaranty made by the Company in favor of the Administrative Agent and the Lenders, substantially in the form of Exhibit F.

  • Completion Guaranty means the Guaranty of Completion and Payment of even date herewith from Indemnitor for the benefit of Lender, as amended from time to time.

  • Parent Pledge Agreement means the parent pledge agreement dated as of the Effective Date executed in favor of the Administrative Agent, for the benefit of the Secured Parties, by the Borrower, as amended or modified from time to time in accordance with the terms hereof.

  • Guaranty Agreements means and includes the Guarantee of the Loan Parties provided for in Section 11, and any other guaranty agreement executed and delivered in order to guarantee the Obligations or any part thereof in form and substance reasonably acceptable to the Administrative Agent.

  • Limited Condition Acquisition Agreement means, with respect to any Limited Condition Acquisition, the definitive acquisition documentation in respect thereof.

  • Second Amended and Restated Credit Agreement shall have the meaning assigned to such term in the recitals of this Agreement.

  • Original Financing Agreement means the development credit agreement for a Social Investment Program Project between the Recipient and the Association, dated April 7, 2003, as amended to the date of this Agreement (Credit No. 3740-BD).

  • Foreign Guaranty means a Corporate Guaranty provided by an Affiliate of a Participant that is domiciled in a foreign country, and meets all of the provisions of Tariff, Attachment Q. “Form 715 Planning Criteria” shall have the same meaning provided in the Operating Agreement.