Substituted Guarantees definition

Substituted Guarantees has the meaning set forth in Section 5.10(b).
Substituted Guarantees has the meaning set forth in Section 4.10(b).“Tax” means any U.S. federal, state, or local or non-U.S. income, alternative, minimum, capital gains, specific business, accumulated earnings, personal holding company, franchise, capital stock, profits, windfall profits, gross receipts, sales, use, value added, transfer, registration, stamp, premium, excise, customs duties, severance, environmental, real property, personal property, ad valorem, escheat or unclaimed property, occupancy, license, occupation, employment, payroll, social security, disability, unemployment, workers’ compensation, withholding, estimated, or other taxes of any kind whatsoever or any assessments, governmental charges, duties, fees or levies of any kind in the nature of (or similar to) a tax, in each case, imposed by a Governmental Authority (including all interest, surcharges, fines and penalties thereon and additions thereto).

Examples of Substituted Guarantees in a sentence

  • For purposes of this Section 5.10, “commercially reasonable efforts” will be limited to offering to provide to the applicable beneficiary of a Substituted Guarantee, and providing such beneficiary, such replacement guarantees, indemnities, letters of credit, letters of comfort, commitments, understandings, agreements and other obligations as are substantially similar in form and substance to the Substituted Guarantees.

  • For the purposes of this Section 5.10, “commercially reasonable efforts” will be limited to offering to provide to the applicable beneficiary of a Substituted Guarantee, and providing such beneficiary, such replacement guarantees, indemnities, letters of credit, letters of comfort, commitments, understandings, agreements and other obligations as are substantially similar in form and substance to the Substituted Guarantees.

  • Notwithstanding the foregoing, from and after Closing, Buyer shall continue to use all commercially reasonable efforts, at its sole expense, to cause itself and the Companies to be substituted in all respects for Seller and its Affiliates (other than the Companies), and for Seller and its Affiliates (other than the Companies) to be released in respect of all obligations under the Substituted Guarantees.

  • Nothing in this Section 5.07(d) shall require Buyer to post any security or collateral or make any payment in order to replace the Substituted Guarantees.

  • For any Substituted Guarantees for which Purchaser or the Transferred Group, as applicable, is not substituted in all respects for each Seller and its Affiliates (or for which each Seller and its Affiliates are not released) effective as of the Closing, Purchaser shall continue to use reasonable best efforts and shall cause the Transferred Group to use reasonable best efforts to effect such substitution and release after the Closing.