Purchase Money Notes Guaranty definition

Purchase Money Notes Guaranty shall have the meaning given in the recitals. “Purchase Money Notes Guarantor” shall have the meaning given in the recitals.
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Purchase Money Notes Guaranty has the meaning given in the recitals to this Agreement.
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Purchase Money Notes Guaranty means the Guaranty Agreement by and between the Purchase Money Notes Guarantor and the Receiver dated as of the date hereof.
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Examples of Purchase Money Notes Guaranty in a sentence

  • To effect reimbursement and repayment of the Purchase Money Notes Guaranty Fee to the Receiver, the Purchase Money Notes Guaranty Fee will be added to the aggregate principal amount of the Purchase Money Notes and paid by Debtor when and as it satisfies the Purchase Money Notes.

  • This Agreement shall create a continuing security interest in any and all of the Collateral and shall remain in full force and effect until the termination of the Purchase Money Notes Guaranty in accordance with their respective terms and the satisfaction and discharge of all Secured Obligations in full.

  • Each of the Collateral Agent and the Purchase Money Notes Guarantor hereby covenants and agrees that it will not at any time institute against Debtor, or join in any institution against Debtor of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceeding, or other proceedings under any United States federal or state bankruptcy or similar law in connection with any obligation relating to any Purchase Money Note, the Purchase Money Notes Guaranty or this Agreement.

  • Pursuant to the terms and conditions of the Reimbursement, Security and Guaranty Agreement, the Company has pledged all of its rights, title and interest in and to the Loans, the Acquired Property and the Custodial Documents to the Collateral Agent for the benefit of the Purchase Money Notes Guarantor and the other Secured Parties (as defined in the Reimbursement, Security and Guaranty Agreement) as security for certain obligations of the Company under the Purchase Money Notes Guaranty.

  • In consideration of the Purchase Money Notes Guarantor agreeing to guaranty certain obligations of Debtor pursuant to the Purchase Money Notes in accordance with the Purchase Money Notes Guaranty, the Receiver, for and on behalf of Debtor, shall pay to the Purchase Money Notes Guarantor on the Closing Date a fee equal to 3% of the aggregate original principal amount of the Purchase Money Notes (the “Purchase Money Notes Guaranty Fee”).

  • If, on the maturity date of any Purchase Money Note, there exists a net loss on investments on amounts deposited into the Defeasance Account, prior to any liquidation and payment described in the following five sentences, the Purchase Money Notes Guarantor shall deposit the amount of such net loss into the Defeasance Account; for the avoidance of doubt, no such deposit by the Purchase Money Notes Guarantor shall constitute a payment pursuant to the Purchase Money Notes Guaranty.

  • The PMN Agent may resign as the PMN Agent upon thirty days’ notice to (a) each Purchase Money Notes Guarantor (at the address set forth for such notices in the relevant Purchase Money Notes Guaranty) or, if there is no Purchase Money Notes Guarantor, to each Holder, and (b) the Debtor.

  • For the avoidance of doubt, this Section 2.1 applies only if any Purchase Money Notes Guaranty is executed and delivered.

  • In consideration of the Purchase Money Notes Guarantor agreeing to guaranty certain obligations of Debtor pursuant to the Purchase Money Notes in accordance with the Purchase Money Notes Guaranty, the Receiver, for and on behalf of Debtor, shall pay to the Purchase Money Notes Guarantor on the Closing Date a fee equal to 3.2% of the aggregate original principal amount of the Purchase Money Notes (the “Purchase Money Notes Guaranty Fee”).

  • The Purchase Money Notes Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of each Purchase Multibank Structured Transaction 2009-1 CML-ADC Purchase Money Notes Guaranty Agreement 468-003/AGR/2390426.5 http:185,207,975.00 Money Note regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Noteholder with respect thereto.


More Definitions of Purchase Money Notes Guaranty

Purchase Money Notes Guaranty has the meaning given that term in the recitals. “Receiver Acquired Property” means (i) Underlying Collateral title to which has been acquired by or on behalf of the Initial Member or any Failed Bank by foreclosure, by deed in lieu of foreclosure, by power of sale or by sale pursuant to the Uniform Commercial Code, in any such case in accordance with the Loan Documents if the foreclosure or other acquisition event occurs after the Cut-Off Date, or occurred on or before the Cut-Off Date but the Redemption Period had not expired on or before the Cut-Off Date, (ii) the equity interests in any Ownership Entity holding any such Underlying Collateral and (iii) the assets held directly or indirectly by any such Ownership Entities.
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Purchase Money Notes Guaranty means any, and each, guaranty entered into pursuant to Section 7.2(b)(iv) of the Transfer Agreement or Section 5 of Annex I to the Custodial and Paying Agency Agreement. If more than one such agreement is entered into, all such agreements will rank pari passu with each other in right of payment.
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Related to Purchase Money Notes Guaranty

  • Purchase Money Note means a promissory note of a Receivables Subsidiary evidencing a line of credit, which may be irrevocable, from the Company or any Subsidiary of the Company to a Receivables Subsidiary in connection with a Qualified Receivables Financing, which note is intended to finance that portion of the purchase price that is not paid by cash or a contribution of equity.

  • Senior Notes Documents means the Senior Notes, the Senior Notes Indenture, the Senior Notes Guarantees and all other documents executed and delivered with respect to the Senior Notes or the Senior Notes Indenture.

  • Second Lien Notes Documents means the Second Lien Notes Indenture, the Second Lien Notes and all other agreements, instruments and other documents pursuant to which the Second Lien Notes have been or will be issued or otherwise setting forth the terms of the Second Lien Notes.

  • Notes Documents means the Notes (including Additional Notes), the Note Guarantees, the Collateral Documents, the Intercreditor Agreements and this Indenture.

  • Subsidiary Guaranty means, collectively, the Subsidiary Guaranty made by the Subsidiary Guarantors in favor of the Collateral Agent on behalf of the Secured Parties, substantially in the form of Exhibit F-2, together with each other Guaranty and Guaranty supplement delivered pursuant to Section 6.12.

  • Purchase Money Indebtedness means (a) any indebtedness incurred for the payment of all or any part of the purchase price of any fixed asset, including indebtedness under capitalized leases, (b) any indebtedness incurred for the sole purpose of financing or refinancing all or any part of the purchase price of any fixed asset, and (c) any renewals, extensions or refinancings thereof (but not any increases in the principal amounts thereof outstanding at that time).

  • Purchase Money Debt means Debt:

  • Existing Senior Notes Indentures means, the indentures governing the Existing Senior Notes, each as may be amended or supplemented from time to time.

  • Guaranty Agreements means, collectively, the Parent Guaranty Agreements and the Subsidiary Guaranty Agreements.

  • Purchase Money Obligations means any Indebtedness Incurred to finance or refinance the acquisition, leasing, construction or improvement of property (real or personal) or assets (including Capital Stock), and whether acquired through the direct acquisition of such property or assets or the acquisition of the Capital Stock of any Person owning such property or assets, or otherwise.

  • Intercompany Note any promissory note evidencing loans made by any Grantor to Holdings or any of its Subsidiaries.

  • Guaranty Agreement means an agreement executed by the Guarantors in substantially the form of Exhibit F 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.