Paying Subsidiary Guarantor definition

Paying Subsidiary Guarantor is defined in Section 9(c) below.
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Paying Subsidiary Guarantor has the meaning assigned to such term in Section 7.12.
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Paying Subsidiary Guarantor shall make any payment or payments under this Guaranty or shall suffer any loss as a result of any realization upon any collateral granted by it to secure its obligations under this Guaranty, each other Guarantor, as applicable (each a “Non-Paying Subsidiary Guarantor”), shall contribute to such Paying Subsidiary Guarantor an amount equal to such Non-Paying Subsidiary Guarantor’s “Pro Rata Share” of such payment or payments made, or losses suffered, by such Paying Subsidiary Guarantor. For the purposes hereof, each Non-Paying Subsidiary Guarantor’s “Pro Rata Share” with respect to any such payment or loss by a Paying Subsidiary Guarantor shall be determined as of the date on which such payment or loss was made by reference to the ratio of (i) such Non-Paying Subsidiary Guarantor’s Maximum Liability as of such date (without giving effect to any right to receive, or obligation to make, any contribution hereunder) or, if such Non-Paying Subsidiary Guarantor’s Maximum Liability has not been determined, the aggregate amount of all monies received by such Non-Paying Subsidiary Guarantor from the Principal after the date hereof (whether by loan, capital infusion or by other means) to (ii) the aggregate Maximum Liability of the Subsidiary Guarantor hereunder as of such date (without giving effect to any right to receive, or obligation to make, any contribution hereunder), or to the extent that a Maximum Liability has not been determined for the Subsidiary Guarantor, the aggregate amount of all monies received by such Subsidiary Guarantor from the Principal after the date hereof (whether by loan, capital infusion or by other means). Nothing in this Section 9(c) shall affect the Subsidiary Guarantor’s liability for the entire amount of the Guaranteed Obligations (up to such Subsidiary Guarantor’s Maximum Liability). The Subsidiary Guarantor covenants and agrees that its right to receive any contribution under this Guaranty from a Non-Paying Subsidiary Guarantor shall be subordinate and junior in right of payment to all the Guaranteed Obligations. The provisions of this Section 9(c) are for the benefit of both the Administrative Agent and the Subsidiary Guarantor and may be enforced by any one, or more, or all of them in accordance with the terms hereof.
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Examples of Paying Subsidiary Guarantor in a sentence

  • The Foreign Paying Subsidiary Guarantor will furnish to the Holders, within 30 days after the date the later of payment of any taxes due pursuant to applicable law or receipt of the following, certified copies of tax receipts evidencing such payment by the Foreign Paying Subsidiary Guarantor.

  • The foregoing obligations will survive any termination, defeasance or discharge of the Indenture and will apply mutatis mutandis to any jurisdiction in which any successor Person to the Foreign Paying Subsidiary Guarantor is organized or any political subdivision or taxing authority or agency thereof or therein.

  • Notwithstanding anything to the contrary, with respect to any taxes of a country other than the United States or any tax related to a province, municipality or local taxing authority of such country, the Foreign Paying Subsidiary Guarantor will also make such withholding or deduction and remit the full amount deducted or withheld to the relevant authority as and when required in accordance with applicable law.

  • Notwithstanding anything to the contrary contained in this Indenture, the Foreign Paying Subsidiary Guarantor may, to the extent it is required to do so by law, deduct or withhold income or other similar taxes imposed by the United States of America from principal or interest payments hereunder.

  • In the event any Subsidiary Guarantor (a "Paying Subsidiary Guarantor") shall make any payment or payments under this Subsidiary Guarantee, each other Subsidiary Guarantor (each a "Non-Paying Subsidiary Guarantor") shall contribute to such Paying Subsidiary Guarantor an amount equal to such Non-Paying Subsidiary Guarantor's "Applicable Percentage" of such payment or payments made by such Paying Subsidiary Guarantor.

  • In the event any Subsidiary Guarantor (a “Paying Subsidiary Guarantor”) shall make any payment or payments under this Subsidiary Guarantee, each other Subsidiary Guarantor (each a “Non-Paying Subsidiary Guarantor”) shall contribute to such Paying Subsidiary Guarantor an amount equal to such Non-Paying Subsidiary Guarantor’s “Applicable Percentage” of such payment or payments made by such Paying Subsidiary Guarantor.

  • Each Subsidiary Guarantor covenants and agrees that its right to receive any contribution under this Guaranty from a Non Paying Subsidiary Guarantor shall be subordinate and junior in right of payment to all the Guaranteed Obligations.


More Definitions of Paying Subsidiary Guarantor

Paying Subsidiary Guarantor has the meaning assigned to such term in Section 7.12. TERM LOAN AGREEMENT, Page 17
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Related to Paying Subsidiary Guarantor

  • U.S. Subsidiary Guarantor means each U.S. Subsidiary which has executed and delivered to the U.S. Administrative Agent the U.S. Subsidiary Guaranty (or a supplement thereto).

  • Subsidiary Guarantor means each Subsidiary that has executed and delivered a Subsidiary Guaranty.

  • Additional Subsidiary Guarantor means each Person that becomes a Subsidiary Guarantor after the Closing Date by execution of an Accession Agreement as provided in Section 6.12.

  • U.S. Subsidiary Guarantors means (a) each Domestic Subsidiary (other than an Unrestricted Subsidiary) on the Closing Date and (b) each Domestic Subsidiary that becomes a party to the Guarantee after the Closing Date pursuant to Section 9.11.

  • Canadian Subsidiary Guarantor each Canadian Subsidiary of any Canadian Borrower which executes and delivers the Canadian Guarantee and Collateral Agreement, in each case, unless and until such time as the respective Canadian Subsidiary Guarantor ceases to constitute a Canadian Subsidiary of the Parent Borrower or is released from all of its obligations under the Canadian Guarantee and Collateral Agreement in accordance with the terms and provisions thereof.