Upstream Guarantee definition

Upstream Guarantee means the joint and several upstream guarantee dated on or about the Issue Date, and (if required) as amended on or about the Second Amendment effective Date, and executed by the Upstream Guarantors in favour of the Bondholders and securing the payment obligations of the Issuer towards the Bondholders under the Bonds, as such upstream guarantee may be varied, superseded and/or amended from time to time.
Upstream Guarantee means the guarantee and indemnity of the Guarantor in Clause 3.
Upstream Guarantee means the joint and several guarantee dated [●] executed by the Material Subsidiaries in favour of the Noteholders, the term of which are contained in the Programme Memorandum, as such guarantee may be varied, superseded and/or amended from time to time; and

Examples of Upstream Guarantee in a sentence

  • The Issuer shall on demand by the Agent pay all costs for external experts engaged after the occurrence of an Event of Default, or for the purpose of investigating or considering (i) an event which the Agent reasonably believes is or may lead to an Event of Default or (ii) a matter relating to the Issuer or the Upstream Guarantee which the Agent reasonably believes may be detrimental to the interests of the Bondholders under the Finance Documents.

  • However, the Agent is not responsible for the execution or enforceability of the Finance Documents or the perfection of the Upstream Guarantee.

  • Each of Elster GmbH, Xxxxxx, Xxxxxx Holding UK Limited, Elster Holding US Inc., Elster Holdings Netherlands B.V. and Elster Finance B.V. has the right to accede to the New Facilities Agreement as a borrower upon its request without any consent being required to be granted by any Finance Party (as defined in the New Facilities Agreement) or any other person, provided that prior to the Xxxxxxxxx Upstream Guarantee Date (as defined in the New Facilities Agreement) Elster Holding US Inc.

  • Exhibit 1 - Canadian Upstream Guarantee Exhibit 2 - Canadian Downstream Guarantee TO: CANADIAN IMPERIAL BANK OF COMMERCE, as Administrative Agent for and on behalf of (a) the Lenders, as defined below; and (b) the Hedge Lenders, as defined in the Credit Agreement described below.

  • The Affiliate Guarantor hereby affirms its Upstream Guarantee under the 2019 Supplemental Indenture, subject to the terms, qualifications, limitations and release provisions set forth in the 2019 Supplemental Indenture.

  • Exhibit 1 - Canadian Upstream Guarantee Exhibit 2 - Canadian Downstream Guarantee Exhibit 1 Canadian Upstream Guarantee3 TO: CANADIAN IMPERIAL BANK OF COMMERCE, as Administrative Agent for and on behalf of (a) the Lenders, as defined below, and (b) the Hedge Lenders, as defined in the Credit Agreement described below.

  • They provide the administrative officials, the local citizenry, state and federal agencies, etc., the tools with which to analyze and appraise the financial conditions of a county and the results of its operations for a given period or periods of time.

  • The Company shall further procure that, prior to the Xxxxxxxxx Upstream Guarantee Date, it holds directly or indirectly all shares in Bidco, Bidco 2 and UK Subsidiary over the lifetime of the Facilities.

  • Subject to Section 6.06 of the Indenture, the Affiliate Guarantor hereby waives diligence, presentment, demand of payment, filing of claims with a court in the event of insolvency or bankruptcy of Parent, any right to require a proceeding first against Parent, protest, notice and all demands whatsoever and covenants that this Upstream Guarantee shall not be discharged except by complete performance of the obligations contained in this Supplemental Indenture.

  • All payments under the Upstream Guarantee by the Guarantor shall be made subject to Condition 9 and Clause 5.2.


More Definitions of Upstream Guarantee

Upstream Guarantee is defined in Section 6.3(E). "WORKING CAPITAL" means, as at any date of determination, the excess, if any, of (i) the Borrower's consolidated current assets, except cash and Cash Equivalents, over
Upstream Guarantee is defined in Section 6.3(E).

Related to Upstream Guarantee

  • Guarantee used as a verb has a corresponding meaning.

  • Permitted SBIC Guarantee means a guarantee by the Borrower of Indebtedness of an SBIC Subsidiary on the SBA’s then applicable form, provided that the recourse to the Borrower thereunder is expressly limited only to periods after the occurrence of an event or condition that is an impermissible change in the control of such SBIC Subsidiary (it being understood that, as provided in clause (s) of Article VII, it shall be an Event of Default hereunder if any such event or condition giving rise to such recourse occurs).

  • Bid guarantee means the bid bond, cashier's check or certified check submitted as part of the bid proposal, payable to the contracting unit, ensuring that the successful bidder will enter into a contract.

  • Parent Company Guarantee means a guarantee issued in favour of the Operator in substantially the form set out in Schedule 6 (Form of Parent Company Guarantee).

  • Parent Guarantee means the guarantee by Parent Guarantor of the obligations of the Issuer under this Indenture and the Securities in accordance with the provisions of this Indenture.

  • Subsidiary Guarantee means any guarantee of the obligations of the Issuers under this Indenture and the Notes by any Subsidiary Guarantor in accordance with the provisions of this Indenture.

  • Note Guarantee means the Guarantee by each Guarantor of the Company’s obligations under this Indenture and the Notes, executed pursuant to the provisions of this Indenture.

  • CONSTRUCTION GUARANTEE means a guarantee at call obtained by the contractor from an institution approved by the employer in terms of the employer's construction guarantee form as selected in the schedule

  • Loan guarantee means any State or federal government

  • Subsidiary Guarantee Agreement means the Subsidiary Guarantee Agreement, substantially in the form of Exhibit D, made by the Subsidiary Loan Parties in favor of the Administrative Agent for the benefit of the Lenders.

  • Canadian Guarantee means the Canadian Guarantee Agreement, made by each of the Canadian Guarantors in favor of the Canadian Administrative Agent for the benefit of the Lenders to the Canadian Borrower, substantially in the form of Exhibit A-1, as the same may be amended, supplemented or otherwise modified from time to time.

  • Corporate Guarantee means a guarantee of the obligations of the Borrowers under this Agreement and the other Finance Documents to which each Borrower is a party, in the Agreed Form;

  • 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.

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

  • Swap Guarantee If so specified in the Supplement with respect to any Series, the guarantee issued by the Swap Guarantor in favor of the Trust substantially in the form attached as an exhibit to the Swap Agreement.

  • 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.

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

  • Security Guarantee means the guarantee of the Securities executed by each Guarantor and the notation thereof executed pursuant to the provisions of this Indenture.

  • 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:

  • Financial guarantee means a performance bond, maintenance bond, surety bond, irrevocable letter of credit, or similar guarantees submitted to the [administering authority] by the responsible party to assure that requirements of the ordinance are carried out in compliance with the storm water management plan.

  • Guarantee Agreements means the Parent Guarantee Agreement and the Subsidiary Guarantee Agreement.

  • Subsidiary Guaranties means the Domestic Subsidiary Guaranty and each Foreign Subsidiary Guaranty.

  • 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.

  • Common Securities Guarantee means the guarantee agreement to be dated as of [ ] of the Sponsor in respect of the Common Securities.

  • Consumer Guarantee means a right or guarantee the Customer may have under the Australian Consumer Law or other rights in relation to the supply of goods or services (such as terms implied into a contract) that cannot lawfully be excluded.

  • Capital Securities Guarantee means the guarantee agreement that the Company enters into with Wilmington Trust Company, as guarantee trustee, or other Persons that operates directly or indirectly for the benefit of holders of Capital Securities of the Trust.