Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 8 contracts
Sources: Credit Agreement (Chicago Bridge & Iron Co N V), Credit Agreement (Chicago Bridge & Iron Co N V), Revolving Credit Agreement (Chicago Bridge & Iron Co N V)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor Borrower at the time the Guaranty, Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligations, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its the Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s obligations and undertakings under this Section 10.21 6.15 voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Borrower under this Section 10.21 6.15 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Borrower intends this Section 6.15 to constitute, and this Section 6.15 shall be deemed to constitute, a guarantee Guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 6 contracts
Sources: Credit Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership)
Keepwell. Each Loan Party Guarantor that is a Qualified ECP Guarantor Party at the time the Guaranty, by any Specified Loan Party, that this Guaranty becomes effective with respect to any Swap Obligation Hedging Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Guarantor that is not then an “eligible contract participant” under the Commodity Exchange Act (a “Specified Guarantor”) to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation Hedging Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorParty’s obligations and undertakings under this Section 10.21 26 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Party under this Section 10.21 shall remain in full force and effect until the Guarantied Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Party intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party Guarantor for all purposes of the Commodity Exchange Act.
Appears in 5 contracts
Sources: Guaranty (Griffin Capital Essential Asset REIT II, Inc.), Guaranty (Griffin Capital Essential Asset REIT II, Inc.), Guaranty (Griffin Capital Essential Asset REIT, Inc.)
Keepwell. Each Loan Credit Party that is a Qualified ECP Guarantor at the time the GuarantyCredit Party Guaranty or the grant of the security interest under the Credit Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Credit Party Guaranty and the other Loan Credit Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 14 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount); provided, that notwithstanding the foregoing, no Canadian Credit Party or Excluded Subsidiary shall undertake to provide such funds or other support, or to guarantee the Swap Obligations of, any U.S. Credit Party. The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 14.11 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 14.11 to constitute, and this Section 14.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 5 contracts
Sources: Credit Agreement (Ryerson Holding Corp), Credit Agreement (Ryerson Holding Corp), Credit Agreement (Ryerson Holding Corp)
Keepwell. Each Loan Party that is a Borrower and each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation other Guarantor as may be needed by such Specified Loan Party Guarantor from time to time to honor all of its obligations under its Guaranty this Agreement and the other Loan Documents to which it is a party with respect to Hedge Obligations that would, in respect the absence of such Swap Obligation the agreement in this Section 21, otherwise constitute Excluded Hedge Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Borrowers’ and such Qualified ECP Guarantor’s Guarantors’ obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each the Borrowers and the Qualified ECP Guarantor Guarantors under this Section 10.21 21 shall remain in full force and effect until the Revolving Credit Obligations (other than contingent indemnity obligations for which no claim is pending) and the Term Loan Obligations have been indefeasibly paid and performed in full. Each The Borrowers and the Qualified ECP Guarantor intends Guarantors intend this Section 21 to constitute, and this Section 21 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party Guarantor for all purposes of the Commodity Exchange Act.
Appears in 5 contracts
Sources: Guarantee Agreement (Rayonier, L.P.), Incremental Term Loan Agreement and Amendment to Guarantee Agreement (Rayonier, L.P.), Credit Agreement (Rayonier Inc)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Borrowers at the time the GuarantyGuaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s the Borrowers’ obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrowers under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends The Borrowers intend this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 5 contracts
Sources: Limited Waiver and Amendment to Credit Agreement (Granite Construction Inc), Credit Agreement (Granite Construction Inc), Credit Agreement (Granite Construction Inc)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Contributing Party hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Contributing Party to honor all of its obligations under its the Guaranty and or the other Loan Documents in respect of such Swap Obligation the Hedge Obligations (butprovided, in however, that each case, Qualified ECP Contributing Party shall only up to be liable under this Section 3 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 3, or otherwise under the Guaranty or the other Loan Documents voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Contributing Party under this Section 10.21 3 shall remain in full force and effect until a discharge of the Obligations (obligations of Guarantors under the Guaranty if such Qualified ECP Contributing Party is a Guarantor, or of Borrower under the Credit Agreement and the other than contingent indemnity obligations for which no claim Loan Documents and the Hedge Documents if such Qualified ECP Contributing Party is pending) have been indefeasibly paid and performed in fullthe Borrower. Each Qualified ECP Guarantor Contributing Party intends that this Section to 3 constitute, and this Section 3 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” agreement for the benefit of, of each Specified Loan other Contributing Party for all purposes of the Commodity Exchange Act.Section 1a(18)(A)(v)(II)
Appears in 5 contracts
Sources: Contribution Agreement (Carter Validus Mission Critical REIT II, Inc.), Contribution Agreement (Carter Validus Mission Critical REIT II, Inc.), Contribution Agreement (Carter Validus Mission Critical REIT, Inc.)
Keepwell. Each Subsidiary Loan Party that is a Qualified ECP Guarantor at the time the GuarantyGuarantee or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty Guarantee and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 9.22 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 9.22 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 9.22 to constitute, and this Section 9.22 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Revolving Credit Agreement (Nuance Communications, Inc.), Revolving Credit Agreement (Nuance Communications, Inc.), Revolving Credit Agreement (Nuance Communications, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, in each case, by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article XI voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Loan Party intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Credit Agreement (Smith & Wesson Brands, Inc.), Credit Agreement (Smith & Wesson Brands, Inc.), Credit Agreement (Smith & Wesson Brands, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time this Agreement or the Guaranty, in each case, by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Loan Party intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Credit Agreement (Unifirst Corp), Credit Agreement (Unifirst Corp), Credit Agreement (Unifirst Corp)
Keepwell. Each Loan Party that is a of Hyatt and each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Credit Party to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 9.11 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 9.11, or otherwise under this Guaranty, voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each of Hyatt and undertakings of each Qualified ECP Guarantor under this Section 10.21 9.11 shall remain in full force and effect until the all Guarantied Credit Party Obligations (and any other than contingent indemnity obligations for which no claim is pending) have been amounts payable under this Section 9 are indefeasibly paid in full in cash and performed in fullany Commitments of the Lenders or facilities provided by the Lenders and the Issuing Lenders with respect to the Guarantied Credit Party Obligations are terminated. Each of Hyatt and each Qualified ECP Guarantor intends that this Section to 9.11 constitute, and this Section 9.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan other Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Credit Agreement (Hyatt Hotels Corp), Credit Agreement (Hyatt Hotels Corp), Credit Agreement (Hyatt Hotels Corp)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Borrower at the time the GuarantyGuaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe Borrower’s obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrower under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Credit Agreement (QuidelOrtho Corp), Credit Agreement (Quidel Corp /De/), Credit Agreement (Quidel Corp /De/)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor of Borrower and Parent at the time the Guaranty, Subsidiary Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its the Subsidiary Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s or Parent’s obligations and undertakings under this Section 10.21 8.13 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor of Borrower and Parent under this Section 10.21 8.13 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor of Borrower and Parent intends this Section 8.13 to constitute, and this Section 8.13 shall be deemed to constitute, a guarantee Guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Credit Agreement (Rexford Industrial Realty, Inc.), Credit Agreement (Rexford Industrial Realty, Inc.), Credit Agreement (Rexford Industrial Realty, Inc.)
Keepwell. Each Loan Party To the extent that the Limited Guarantor is a Qualified ECP Guarantor at the time the GuarantyGuarantor, by any Specified Loan Partyand subject to Section 2.02 and Section 4.13 of this Agreement, becomes effective with respect to any Swap Obligation it hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each Loan Party and each other Limited Guarantor, as the case may be, to honor all of its obligations under its this Agreement, the Guaranty and or the Limited Recourse Guaranty of such other Loan Documents Limited Guarantor in respect of such Swap Obligation Obligations (butprovided, in each casehowever, that the Limited Guarantor, to the extent that it is a Qualified ECP Guarantor, shall only up to be liable under this Section 4.15 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 4.15, or otherwise under this Agreement, as it relates to such Loan Party or such other Limited Guarantor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each the Limited Guarantor, to the extent that it is a Qualified ECP Guarantor Guarantor, under this Section 10.21 4.15 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim termination of this Agreement pursuant to its terms. The Limited Guarantor, to the extent that it is pending) have been indefeasibly paid and performed in full. Each a Qualified ECP Guarantor Guarantor, intends that this Section to constitute4.15 constitutes, and this Section 4.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan Party and each other Limited Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.]
Appears in 4 contracts
Sources: First Lien Term Loan Credit Agreement (BJ's Wholesale Club Holdings, Inc.), First Lien Term Loan Credit Agreement (BJ's Wholesale Club Holdings, Inc.), First Lien Term Loan Credit Agreement (BJ's Wholesale Club Holdings, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty in this Article IV by any Loan Party that is not then an “eligible contract participant” under the Commodity Exchange Act (a “Specified Loan Party”) or the grant of a security interest under the Loan Documents by any such Specified Loan Party, in either case, becomes effective with respect to any Swap Obligation hereby Obligation, hereby, subject to the last sentence hereof, jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article IV voidable under applicable law relating to fraudulent conveyance or fraudulent transferDebtor Relief Laws, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor applicable Loan Party under this Section 10.21 shall remain in full force and effect until such time as the Obligations (other than contingent indemnity indemnification obligations for which no claim is pendingthat survive the termination of this Agreement) have been indefeasibly paid in full and performed in fullthe Commitments have expired or terminated. Each Qualified ECP Guarantor Loan Party intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Credit Agreement (Montrose Environmental Group, Inc.), Credit Agreement (Montrose Environmental Group, Inc.), Credit Agreement (Montrose Environmental Group, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guarantyguaranty or the grant of the security interest hereunder and under the other Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty guarantee and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 10 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.10 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.10 to constitute, and this Section 10.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Credit Agreement (Davita Inc.), Credit Agreement (Davita Inc.), Credit Agreement
Keepwell. Each Loan Party Borrower that is a Qualified ECP Guarantor at the time the Guarantyjoint and several liability of any Specified Loan Party (pursuant to Section 2.24 or 2.25, if applicable), or the Guaranty or the grant of a Lien under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Borrower under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, support or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Fourth Amended and Restated Credit Agreement (Asbury Automotive Group Inc), Credit Agreement (Asbury Automotive Group Inc), Credit Agreement (Asbury Automotive Group Inc)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified other Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty this Agreement and the other Loan Documents to which it is a party with respect to Swap Obligations permitted under this Agreement that would, in respect the absence of such the agreement in this Section 11.16, otherwise constitute Excluded Swap Obligation Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations the Guarantors’ Obligations and undertakings under this Section 10.21 of such Qualified ECP Guarantor voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations obligations, undertakings and undertakings guaranty of each the Qualified ECP Guarantor Guarantors under this Section 10.21 11.16 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid Termination Date. The Borrower and performed in full. Each the Qualified ECP Guarantor intends Guarantors intend this Section 11.16 to constitute, and this Section 11.16 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 4 contracts
Sources: Credit Agreement (Shenandoah Telecommunications Co/Va/), Credit Agreement (Shenandoah Telecommunications Co/Va/), Credit Agreement (Hawaiian Telcom Holdco, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the GuarantyGuaranty or the grant of the security interest under the Collateral Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 11.25 voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 11.25 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Solely for purposes of the Commodity Exchange Act, each Qualified ECP Guarantor intends this Section 11.25 to constitute, and for such purposes this Section 11.25 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange ActParty.
Appears in 3 contracts
Sources: Credit Agreement (COMMERCIAL METALS Co), Credit Agreement (COMMERCIAL METALS Co), Credit Agreement (Commercial Metals Co)
Keepwell. Each Loan At the time the Guaranteed Obligations of any Specified Credit Party become effective with respect to any Swap Obligation, each Credit Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Credit Party with respect to such Swap Obligation as may be needed by such Specified Loan Credit Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Credit Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Credit Party for all purposes of the Commodity Exchange Act.
Appears in 3 contracts
Sources: Credit Agreement (Pultegroup Inc/Mi/), Credit Agreement (Pultegroup Inc/Mi/), Term Loan Agreement (Pultegroup Inc/Mi/)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 11.20 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 11.20 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 3 contracts
Sources: Term Loan Agreement (Chicago Bridge & Iron Co N V), Term Loan Agreement (Chicago Bridge & Iron Co N V), Revolving Credit Agreement (Chicago Bridge & Iron Co N V)
Keepwell. Each Without in any way limiting the obligations of any Obligor under this Agreement (including under this Article X) or the other Loan Party that is a Documents, each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Obligor to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 10.04 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 10.04, or otherwise under this Article X, as it relates to such other Obligor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until a discharge of such Qualified ECP Guarantor’s obligations under this Article X in accordance with the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fullterms hereof. Each Qualified ECP Guarantor intends that this Section to 10.04 constitute, and this Section 10.04 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan Party other Obligor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 3 contracts
Sources: Credit Agreement (Cimpress N.V.), Credit Agreement (Cimpress N.V.), Amendment and Restatement Agreement (Vistaprint N.V.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 10.20 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.20 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.20 to constitute, and this Section 10.20 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 3 contracts
Sources: Credit Agreement (Verisk Analytics, Inc.), Credit Agreement (Verisk Analytics, Inc.), Credit Agreement (Verisk Analytics, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Borrower at the time the GuarantyGuaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe Borrower’s obligations and undertakings under this Section 10.21 10.19 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrower under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 3 contracts
Sources: Credit Agreement, Credit Agreement (JP Energy Partners LP), Credit Agreement (Basic Energy Services Inc)
Keepwell. Each Loan Party Guarantor that is a Qualified ECP Guarantor Guarantor, at the time the Guaranty, a Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its such Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Guaranty voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP such Guarantor under this Section 10.21 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP such Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 3 contracts
Sources: Credit Agreement (New York Times Co), Credit Agreement (New York Times Co), Credit Agreement (New York Times Co)
Keepwell. Each Loan Party Obligor that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.11 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.11 to constitute, and this Section 10.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 3 contracts
Sources: Term Loan Agreement (CIM Commercial Trust Corp), Credit Agreement (CIM Commercial Trust Corp), Credit Agreement (CIM Commercial Trust Corp)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.21 to constitute, and this Section 10.21 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 3 contracts
Sources: Credit Agreement (Mistras Group, Inc.), Credit Agreement (Mistras Group, Inc.), Amendment and Modification Agreement (Mistras Group, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the GuarantyGuaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 10.11 voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.11 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fullfull and the Revolving Credit Commitments have been terminated. Each Qualified ECP Guarantor intends this Section 10.11 to constitute, and this Section 10.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Del Taco Restaurants, Inc.), Credit Agreement (Del Taco Restaurants, Inc.)
Keepwell. Each Loan Party that is a of Hyatt and each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Credit Party to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation Transactions (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 9.11 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 9.11, or otherwise under this Guaranty, voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each of Hyatt and undertakings of each Qualified ECP Guarantor under this Section 10.21 9.11 shall remain in full force and effect until the all Guarantied Credit Party Obligations (and any other than contingent indemnity obligations for which no claim is pending) have been amounts payable under this Section 9 are indefeasibly paid in full in cash and performed in fullany Commitments of the Lenders or facilities provided by the Lenders and the Issuing Lenders with respect to the Guarantied Credit Party Obligations are terminated. Each of Hyatt and each Qualified ECP Guarantor intends that this Section to 9.11 constitute, and this Section 9.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan other Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Hyatt Hotels Corp), Credit Agreement (Hyatt Hotels Corp)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Borrowers hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes undertake to provide such funds or other support to each Specified Loan Obligated Party with respect to such Swap Obligation Hedge Obligations as may be needed by such Specified Loan Obligated Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation Hedge Obligations and to cause such Specified Obligated Party to be an Eligible Contract Participant (as defined in the Commodity Exchange Act) with respect to all Hedge Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s Borrowers’ obligations and undertakings under this Section 10.21 7.14 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Borrowers under this Section 10.21 7.14 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends Borrowers intend this Section 7.14 to constitute, and this Section 7.14 shall be deemed to constitute, a guarantee Guarantee of the obligations of, and a “keepwell, support, or other agreement” (as defined in the Commodity Exchange Act) for the benefit of, each Specified Loan Obligated Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Fourth Amendment to Credit Agreement (Direct Digital Holdings, Inc.), Credit Agreement (Direct Digital Holdings, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Guarantor, at the time the GuarantyGuaranty or the grant of a security interest under the Credit Documents, in either case, by any Specified Loan Party, Credit Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Credit Party with respect to such Swap Obligation as may be needed by such Specified Loan Credit Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Credit Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP the Guarantor’s obligations and undertakings under this Section 10.21 4.08, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP the Guarantor under this Section 10.21 4.08 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid in full and performed in fullthe commitments relating thereto have expired or terminated. Each Qualified ECP The Guarantor intends this Section 4.08 to constitute, and this Section 4.08 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Credit Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Euronet Worldwide, Inc.), Credit Agreement (Euronet Worldwide, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article XI voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 11.12 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pendinghas been made) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 11.12 to constitute, and this Section 11.12 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Kennedy-Wilson Holdings, Inc.), Credit Agreement (Kennedy-Wilson Holdings, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Contributing Party hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Contributing Party to honor all of its obligations under its the Guaranty and or the other Loan Documents in respect of such Swap Obligation the Hedge Obligations (butprovided, in however, that each case, Qualified ECP Contributing Party shall only up to be liable under this Section 3 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 3, or otherwise under the Guaranty or the other Loan Documents voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Contributing Party under this Section 10.21 3 shall remain in full force and effect until a discharge of the Obligations (obligations of Guarantors under the Guaranty if such Qualified ECP Contributing Party is a Guarantor, or of Borrower under the Loan Agreement and the other than contingent indemnity obligations for which no claim Loan Documents and the Hedge Documents if such Qualified ECP Contributing Party is pending) have been indefeasibly paid and performed in fullthe Borrower. Each Qualified ECP Guarantor Contributing Party intends that this Section to 3 constitute, and this Section 3 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” agreement for the benefit of, of each Specified Loan other Contributing Party for all purposes of the Commodity Exchange Act.Section 1a(18)(A)(v)(II)
Appears in 2 contracts
Sources: Contribution Agreement (Carter Validus Mission Critical REIT II, Inc.), Contribution Agreement (Carter Validus Mission Critical REIT II, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents this Agreement in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 7.10 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 7.10, or otherwise under this Agreement, as it relates to such Specified Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 7.10 shall remain in full force and effect until the payment in full in cash of the Secured Obligations (other than (i) contingent indemnity obligations for indemnity, expense reimbursement, tax gross-up or yield protection for which no claim is pendinghas been made and (ii) have been indefeasibly paid Secured Obligations under Secured Hedge Agreements, Secured Letters of Credit and performed in fullSecured Cash Management Obligations to the extent not currently due). Each Qualified ECP Guarantor intends that this Section to 7.10 constitute, and this Section 7.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (CSRA Inc.), Credit Agreement (CSRA Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Borrowers at the time the GuarantyGuaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s the Borrowers’ obligations and undertakings under this Section 10.21 voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrowers under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends The Borrowers intend this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Fifth Amended and Restated Credit Agreement (Granite Construction Inc), Credit Agreement (Granite Construction Inc)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.20 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Term Loan Agreement (Chicago Bridge & Iron Co N V), Term Loan Agreement (Chicago Bridge & Iron Co N V)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation The U.S. Parent Borrower hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe U.S. Parent Borrower’s obligations and undertakings under this Section 10.21 12.27 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount)) and without limitation of the foregoing, the U.S. Parent Borrower hereby absolutely, unconditionally and irrevocably guarantees the payment and performance by each Specified Loan Party of its obligations under the Loan Documents with respect to all Swap Obligations. The obligations and undertakings of each Qualified ECP Guarantor the U.S. Parent Borrower under this Section 10.21 12.27 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The U.S. Parent Borrower intends this Section 12.27 to constitute, and this Section 12.27 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Abl Credit Agreement (Univar Inc.), Abl Credit Agreement (Univar Inc.)
Keepwell. Each Loan Credit Party that is a Qualified ECP Guarantor at the time the GuarantyCredit Party Guaranty or the grant of the security interest under the Credit Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Credit Party Guaranty and the other Loan Credit Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 14 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount); provided, that notwithstanding the foregoing, no Excluded Subsidiary shall undertake to provide such funds or other support, or to guarantee the Swap Obligations of, any U.S. Credit Party. The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 14.11 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 14.11 to constitute, and this Section 14.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Ryerson Holding Corp), Credit Agreement (Ryerson Holding Corp)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article XI voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 11.12 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pendinghas been made) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section Section11.12 to constitute, and this Section 11.12 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Kennedy-Wilson Holdings, Inc.), Credit Agreement (Kennedy-Wilson Holdings, Inc.)
Keepwell. Each Loan Party that is a Without limiting anything in this Article X, each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to each Guarantor or Obligated Foreign Subsidiary that is not an “eligible contract participant” under the Commodity Exchange Act at the time the guarantee under this Article X becomes effective with respect to any Swap Obligation, to honor all of its obligations the Obligations of such Guarantor or such Obligated Foreign Subsidiary under its Guaranty and the other Loan Documents this Article X in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 10.11 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings its undertaking under this Section 10.21 10.11, or otherwise under this Article X, voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings undertaking of each Qualified ECP Guarantor under this Section 10.21 10.11 shall remain in full force and effect until termination of the Obligations (Commitments and payment in full of all Loans and other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fullCredit Party Obligations. Each Qualified ECP Guarantor intends that this Section to 10.11 constitute, and this Section 10.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan Party for all purposes of Guarantor and Obligated Foreign Subsidiary that would otherwise not constitute an “eligible contract participant” under the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Esterline Technologies Corp), Credit Agreement (Esterline Technologies Corp)
Keepwell. Each Loan Party that If the Company is a Qualified ECP Guarantor at the time any Guaranty or the Guarantygrant of a Lien under the Loan Documents, in each case, by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 11.07 voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Company under this Section 10.21 11.07 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The Company intends this Section 11.07 to constitute, and this Section 11.07 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Third Amendment to Second Amended and Restated Credit Agreement (Methode Electronics Inc), Second Amendment to Second Amended and Restated Credit Agreement (Methode Electronics Inc)
Keepwell. (a) . Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty hereunder by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.12 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.12 to constitute, and this Section 10.12 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Apple Hospitality REIT, Inc.), Credit Agreement (Apple Hospitality REIT, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor of Parent and Borrower at the time the Guaranty, Subsidiary Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its the Subsidiary Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s or Parent’s obligations and undertakings under this Section 10.21 7.19 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor of Borrower and Parent under this Section 10.21 7.19 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor of Borrower and Parent intends this Section 7.19 to constitute, and this Section 7.19 shall be deemed to constitute, a guarantee Guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Armada Hoffler Properties, Inc.), Credit Agreement (Armada Hoffler Properties, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Guarantor that would otherwise not be an “eligible contract participant” as defined in the Commodity Exchange Act and the regulations thereunder to honor all of its obligations under its Guaranty and the other Loan Documents this Agreement in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 2.09 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 2.09 or otherwise under this Agreement voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 2.09 shall remain in full force and effect until the indefeasible payment in full in cash of all the Secured Obligations (other than obligations in respect of Specified Hedge Agreements, Cash Management Obligations and contingent indemnity obligations indemnification and reimbursement obligations, in each case, that are not yet due and payable and for which no claim is pending) have has been indefeasibly paid and performed in fullasserted). Each Qualified ECP Guarantor intends that this Section to 2.09 constitute, and this Section 2.09 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified other Loan Party for all purposes of Section la(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Term Loan Guarantee and Collateral Agreement (Neiman Marcus Group LTD LLC), Abl Guarantee and Collateral Agreement (Neiman Marcus Group LTD LLC)
Keepwell. Each Loan Party Debtor that is a Qualified ECP Guarantor at the time any Guarantee of the Guaranty, Obligations by any Debtor that is not then an “eligible contract participant” under the Commodity Exchange Act (a “Specified Loan Party”) or the grant of a security interest under the Loan Documents by any such Specified Loan Party, in either case, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 such Guarantee voidable under applicable law relating to fraudulent conveyance or fraudulent transferDebtor Relief Laws, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 28 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Debtor intends this Section 28 to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Security Agreement (Greenbrier Companies Inc), Security Agreement (Greenbrier Companies Inc)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Loan Party to honor all of its such Loan Party’s obligations under its Guaranty and Guarantee under the other Loan Documents in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 10.19 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 10.19, or otherwise under its Guarantee, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.19 shall remain in full force and effect until the termination of all Commitments and payment in full of all Obligations (other than contingent indemnity any obligations or rights which according to the Credit Agreement shall survive the termination of the Commitments) and the expiration or termination of all Letters of Credit (other than any Letter of Credit for which no claim is pending) the LC Exposure has been Cash Collateralized in accordance with the terms of the Credit Agreement or as to which other arrangements satisfactory to the Administrative Agent and the Issuing Bank shall have been indefeasibly paid and performed in fullmade). Each Qualified ECP Guarantor intends that this Section to 10.19 constitute, and this Section 10.19 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Guaranty and Security Agreement, Guaranty and Security Agreement (BioScrip, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Keepwell Provider hereby jointly and severally, severally absolutely, unconditionally unconditionally, and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Loan Party to honor all of its obligations under its Guaranty and the other Loan Documents this Guarantee in respect of such any Swap Obligation (butother than with respect to any Qualified Keepwell Provider that is an Exempt CFC or a Subsidiary thereof, in any Swap Obligations that are U.S. Obligations) (provided, however, that each case, Qualified Keepwell Provider shall only up to be liable under this Section 11 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 11, or otherwise under this Guarantee, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Keepwell Provider under this Section 10.21 11 shall remain in full force and effect until the Obligations are paid in full, no Letters of Credit remain outstanding (other than contingent indemnity obligations except for Letters of Credit which no claim is pending) have been indefeasibly paid fully Cash Collateralized) and performed in fullthe Commitments are terminated. Each Qualified ECP Guarantor Keepwell Provider intends that this Section to 11 constitute, and this Section 11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified other Loan Party for all purposes of section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Sprague Resources LP), Credit Agreement
Keepwell. Each Loan Party Guarantor that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, its Guarantee under this Guaranty Agreement becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty Agreement and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 27 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 27 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 27 to constitute, and this Section 27 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (BJs RESTAURANTS INC), Credit Agreement (BJs RESTAURANTS INC)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty hereunder by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.12 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.12 to constitute, and this Section 10.12 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Apple Hospitality REIT, Inc.), Credit Agreement (Apple Hospitality REIT, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 10.20 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.20 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Term Loan Agreement (Chicago Bridge & Iron Co N V), Term Loan Agreement (Chicago Bridge & Iron Co N V)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified other Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty this Agreement and the other Loan Documents to which it is a party with respect to Swap Obligations permitted under this Agreement that would, in respect the absence of such the agreement in this Subsection 9.24, otherwise constitute Excluded Swap Obligation Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s Guarantors’ obligations and undertakings under this Section 10.21 voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations obligations, undertakings and undertakings guaranty of each the Qualified ECP Guarantor Guarantors under this Section 10.21 Subsection 9.24 shall remain in full force and effect until indefeasible payment in full in cash of the Obligations and termination of all the Loan Commitments (other than contingent indemnity obligations indemnity, expense reimbursement and tax gross-up payments for which no claim is pending) have has been indefeasibly paid asserted). The Borrower and performed in full. Each the Qualified ECP Guarantor intends Guarantors intend this Section Subsection 9.24 to constitute, and this Section Subsection 9.24 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Third Amendment and Confirmation Agreement (ATN International, Inc.), Credit Agreement (Atlantic Tele Network Inc /De)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Borrower at the time the GuarantyGuaranty or the grant of the security interest hereunder, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe Borrower’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrower under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Halozyme Therapeutics, Inc.), Credit Agreement (Tandem Diabetes Care Inc)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor of Borrower and Parent at the time the Guaranty, Subsidiary Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its the Subsidiary Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s or Parent’s obligations and undertakings under this Section 10.21 8.16 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor of Borrower and Parent under this Section 10.21 8.16 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor of Borrower and Parent intends this Section 8.16 to constitute, and this Section 8.16 shall be deemed to constitute, a guarantee Guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Rexford Industrial Realty, Inc.), Credit Agreement (Rexford Industrial Realty, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or and other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Credit Party to honor all of its obligations under its Guaranty the guaranty evidenced by this Agreement and the other Loan Documents Operative Agreements in respect of such Swap Obligation (butObligations; provided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 6B.11 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 6B.11, or otherwise under this Agreement or any other Operative Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, Debtor Relief Laws and not for any greater amount). The Subject to Section 6B.5 of this Agreement, the obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 6B.11 shall remain in full force and effect until all of the Guaranteed Obligations (other than contingent indemnity and all the obligations for which no claim is pending) of the Guarantors shall have been indefeasibly paid in full in cash and performed in fullthe Credit Loan Commitments, Mortgage Loan Commitments and Lessor Commitments terminated. Each Qualified ECP Guarantor intends that this Section to 6B.11 constitute, and this Section 6B.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, support or other agreement” for the benefit of, of each Specified Loan other Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Participation Agreement (Nvidia Corp), Participation Agreement (Nvidia Corp)
Keepwell. Each Loan Credit Party that is a Qualified ECP Guarantor at the time the GuarantySubsidiary Guaranty or the grant of a security interest under the Loan Documents, in each case, by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Rate Management Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Rate Management Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Subsidiary Guaranty and the other Loan Documents in respect of such Swap Rate Management Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 12.20 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 12.20 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 12.20 to constitute, and this Section 12.20 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Senior Credit Agreement (Unit Corp), Senior Credit Agreement (Unit Corp)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Administrative Borrower at the time any Guaranty or the Guarantygrant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorAdministrative Borrower’s obligations and undertakings under this Section 10.21 10.08 voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Administrative Borrower under this Section 10.21 10.08 shall remain in full force and effect until the termination of the Aggregate Commitments, the payment in full of all Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fullthe expiration or termination of all Letters of Credit. Each Qualified ECP Guarantor The Administrative Borrower intends this Section 10.08 to constitute, and this Section 10.08 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Alexion Pharmaceuticals Inc), Credit Agreement (Alexion Pharmaceuticals Inc)
Keepwell. Each Loan Party Guarantor that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Loan Party to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP shall only up to be liable under this Section 12.10 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 12.10, or otherwise under this Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Guarantor that is a Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Guarantied Obligations have been paid in full in cash (other than those Guarantied Obligations expressly stated to survive termination, contingent indemnity obligations for as to which no claim is pending) has been asserted or threatened and Credit Product Obligations as to which arrangements satisfactory to the applicable Credit Product Provider have been indefeasibly paid and performed in fullmade). Each Guarantor that is a Qualified ECP Guarantor intends that this Section to 12.10 constitute, and this Section 12.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Sources: Credit Agreement (Intrepid Potash, Inc.), Credit Agreement (Intrepid Potash, Inc.)
Keepwell. Each Loan Party Borrower that is a Qualified ECP Guarantor at the time the Guarantyjoint and several liability of any Specified Loan Party (pursuant to Section 2.19, if applicable), or the Subsidiary Guaranty or the grant of a Lien under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Borrower under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, support or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Sources: Syndicated New and Used Vehicle Floorplan Credit Agreement (Sonic Automotive Inc)
Keepwell. Each Loan Party Qualified ECP Guarantor that is a Qualified ECP Loan Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation under this Article XI hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Loan Party that is a Loan Guarantor under this Article XI to honor all of its obligations under its this Loan Guaranty and the other Loan Documents in respect of such a Specified Swap Obligation (butprovided, in however, that each case, such Qualified ECP Guarantor shall only up to be liable under this Section 11.13 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 11.13 or otherwise under this Loan Guaranty voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The Except as otherwise provided herein, the obligations and undertakings of each such Qualified ECP Guarantor under this Section 10.21 11.13 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fulltermination of all Specified Swap Obligations. Each Qualified ECP Guarantor that is a Loan Guarantor under this Article XI intends that this Section to 11.13 constitute, and this Section 11.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified other Loan Party that is a Loan Guarantor under this Article XI for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. This Section 11.13 is subject to the limitations set forth in Section 9.21.
Appears in 1 contract
Sources: Credit Agreement (Belden Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Contributing Party hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Contributing Party to honor all of its obligations under its the Guaranty and or the other Loan Documents in respect of such Swap Obligation the Hedge Obligations (butprovided, in however, that each case, Qualified ECP Contributing Party shall only up to be liable under this Section 3 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 9, or otherwise under the Guaranty or the other Loan Documents voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Contributing Party under this Section 10.21 9 shall remain in full force and effect until a discharge of the Obligations (obligations of Guarantors under the Guaranty if such Qualified ECP Contributing Party is a Guarantor, or of Borrower under the Credit Agreement and the other than contingent indemnity obligations for which no claim Loan Documents and the Hedge Documents if such Qualified ECP Contributing Party is pending) have been indefeasibly paid and performed in fullthe Borrower. Each Qualified ECP Guarantor Contributing Party intends that this Section to 9 constitute, and this Section 9 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” agreement for the benefit of, of each Specified Loan other Contributing Party for all purposes of the Commodity Exchange Act.Section 1a(18)(A)(v)(II)
Appears in 1 contract
Sources: Guaranty and Contribution Agreement (Global Net Lease, Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Borrower hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Obligated Party with respect to such Swap Obligation Hedge Obligations as may be needed by such Specified Loan Obligated Party from time to time to honor all of its obligations under its the Guaranty and the other Loan Documents in respect of such Swap Obligation Hedge Obligations and to cause such Specified Obligated Party to be an Eligible Contract Participant with respect to all Hedge Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s obligations and undertakings under this Section 10.21 10.13 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Borrower under this Section 10.21 10.13 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Borrower intends this Section 10.13 to constitute, and this Section 10.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” (as defined in the Commodity Exchange Act) for the benefit of, each Specified Loan Obligated Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party Borrower that is a Qualified ECP Guarantor at the time the Guarantyjoint and several liability of any Specified Loan Party (pursuant to Section 2.24 or 2.25, if applicable), or the Guaranty or the grant of a Lien under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Borrower under this Section 10.21 shall remain in full force and effect until the 177177 Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, support or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor Guarantor, at the time the Guarantyguaranty or the grant of the security interest hereunder and under the other Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty guarantee and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 10 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.10 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.10 to constitute, and this Section 10.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time this Guaranty or the Guarantygrant of a Lien under the Loan Documents, in each case, by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Guaranty voidable under applicable law relating to fraudulent conveyance or fraudulent transferFraudulent Transfer Laws, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 Guaranty shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed Paid in fullFull. Each Qualified ECP Guarantor Loan Party intends this Section 13 to constitute, and this Section 13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation The Borrower hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe Borrower’s obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount)) and without limitation of the foregoing, the Borrower hereby absolutely, unconditionally and irrevocably guarantees the payment and performance by each Specified Loan Party of its obligations under its Guaranty with respect to all Swap Obligations. The obligations and undertakings of each Qualified ECP Guarantor the Borrower under this Section 10.21 shall remain in full force and effect until the monetary Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a of Hyatt and each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Credit Party to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 9.11 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 9.11, or otherwise under this Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each of Hyatt and undertakings of each Qualified ECP Guarantor under this Section 10.21 9.11 shall remain in full force and effect until the all Guarantied Credit Party Obligations (and any other than contingent indemnity obligations for which no claim is pending) have been amounts payable under this Section 9 are indefeasibly paid in full in cash and performed in fullany Commitments of the Lenders or facilities provided by the Lenders with respect to the Guarantied Credit Party Obligations are terminated. Each of Hyatt and each Qualified ECP Guarantor intends that this Section to 9.11 constitute, and this Section 9.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan other Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Sources: Credit Agreement (Hyatt Hotels Corp)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor Borrower at the time the GuarantyGuaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Borrower under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a Parties hereby agree to cause each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes undertake to provide such funds or other support as may be needed from time to time by each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its such Specified Loan Party's obligations under its Guaranty guaranty and the other Loan Security Documents in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up be liable under its undertaking pursuant to this Section 11 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s 's obligations and undertakings under this Section 10.21 its guaranty, voidable under the Bankruptcy Code and other applicable law relating to fraudulent conveyance or fraudulent transferdebtor relief laws, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 11 shall remain in full force and effect until Payment in Full of the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fullObligations. Each Loan Party, for itself and on behalf of each Qualified ECP Guarantor Guarantor, intends that this Section to 11 (and any corresponding provision of any applicable guaranty) constitute, and this Section 11 (and any corresponding provision of any applicable guaranty) shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of, of each Specified Loan Party for all purposes of section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Sources: Credit Agreement (Freds Inc)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Borrower at the time the GuarantyGuaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe Borrower’s obligations and undertakings under this Section 10.21 9.18 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrower under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act. [Remainder of page left intentionally blank.]
Appears in 1 contract
Keepwell. Each Loan Party that is a Borrower and each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation other Guarantor as may be needed by such Specified Loan Party Guarantor from time to time to honor all of its obligations under its Guaranty this Agreement and the other Loan Documents to which it is a party with respect to Hedge Obligations that would, in respect the absence of such Swap Obligation the agreement in this Section 21, otherwise constitute Excluded Hedge Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Borrowers’ and such Qualified ECP Guarantor’s Guarantors’ obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each the Borrowers and the Qualified ECP Guarantor Guarantors under this Section 10.21 21 shall remain in full force and effect until the Revolving Credit Obligations (other than contingent indemnity obligations for which no claim is pending) and the Term Loan Obligations have been indefeasibly paid and performed in full. Each The Borrowers and the Qualified ECP Guarantor intends Guarantors intend this Section 21 to constitute, and this Section 21 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, CHAR1\1720393v5 support, or other agreement” for the benefit of, each Specified Loan Party Guarantor for all purposes of the Commodity Exchange Act.. CHAR1\1720393v5
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Parent hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Credit Party with respect to such Swap Obligation as may be needed by such Specified Loan Credit Party from time to time to honor honour all of its obligations under its Guaranty and the other Loan Credit Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorParent’s obligations and undertakings under this Section 10.21 13.10 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount)) and without limitation of the foregoing, Parent hereby absolutely, unconditionally and irrevocably guarantees the payment and performance by each Specified Credit Party of its obligations under the Credit Documents with respect to all Swap Obligations. The obligations and undertakings of each Qualified ECP Guarantor Parent under this Section 10.21 13.10 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Parent intends this Section 13.10 to constitute, and this Section 13.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Sources: Abl Credit Agreement (Univar Inc.)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at At the time the GuarantyGuaranty or the grant of the security interest under the Credit Documents, in each case, by any Specified Loan Credit Party, becomes effective with respect to any Swap Obligation Obligation, the Borrower hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Credit Party with respect to such Swap Obligation as may be needed by such Specified Loan Credit Party from time to time to honor all of its obligations under its Guaranty and the other Loan Credit Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe Borrower’s obligations and undertakings under this Section 10.21 Article IX voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrower under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Credit Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Sources: Credit Agreement (Stone Energy Corp)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at (as defined in the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Credit Agreement) hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Guarantor that is a Specified Loan Party with respect to such Swap Obligation (as defined in the Credit Agreement) as may be needed by such Specified Loan Party Guarantor from time to time to honor all of its obligations under its Guaranty and the other Loan Documents to which it is a party in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s 's obligations and undertakings under this Section 10.21 U.S. Subsidiary Guaranty Agreement voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) Borrowers' Liabilities have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of, each other Guarantor that is a Specified Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. For the avoidance of doubt, the provisions of this Section 20 are not intended to, and shall not, confer any rights, claims, actions or remedies upon any Person other than the Secured Parties. 56809737_4
Appears in 1 contract
Keepwell. Each Loan Credit Party that is a Qualified ECP Guarantor at the time the GuarantyCredit Party Guaranty or the grant of the security interest under the Credit Documents, in each case, by any Specified Loan Credit Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Credit Party with respect to such Swap Obligation as may be needed by such Specified Loan Credit Party from time to time to honor all of its obligations under its this Credit Party Guaranty and the other Loan Credit Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 14 voidable under applicable law relating to fraudulent CHAR1\▇▇▇▇▇▇▇▇▇ conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 14.11 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 14.11 to constitute, and this Section 14.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Credit Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party Guarantor that is a Qualified ECP Guarantor at the time the Guaranty, this Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 26 voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 26 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Solely for purposes of the Commodity Exchange Act, each Qualified ECP Guarantor intends this Section 26 to constitute, and for such purposes this Section 26 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange ActParty.
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor of Borrower and Parent at the time the Guaranty, Subsidiary Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its the Subsidiary Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP GuarantorBorrower’s or Parent’s obligations and undertakings under this Section 10.21 8.13 voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor of Borrower and Parent under this Section 10.21 8.13 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor of Borrower and Parent intends this Section 8.13 to constitute, and this Section 8.13 shall be deemed to constitute, a guarantee Guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a Without limiting anything in this Article 10, each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to each Guarantor that is not an “eligible contract participant” under the Commodity Exchange Act at the time the guarantee under this Article 10 becomes effective with respect to any Swap Obligation, to honor all of its obligations the Obligations of such Guarantor under its Guaranty and the other Loan Documents this Article 10 in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 10.11 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings its undertaking under this Section 10.21 10.11, or otherwise under this Article 10, voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings undertaking of each Qualified ECP Guarantor under this Section 10.21 shall 10.11shall remain in full force and effect until termination of the Obligations (Commitments and payment in full of all Loans and other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fullCredit Party Obligations. Each Qualified ECP Guarantor intends that this Section to 10.11 constitute, and this Section 10.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan Party for all purposes of Guarantor that would otherwise not constitute an “eligible contract participant” under the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Without in any way limiting the obligations of any Obligor under this Agreement (including under this Article X) or the other Loan Party that is a Documents, each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Obligor to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 10.04 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 10.04, or otherwise under this Article X, as it relates to such other Obligor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until a discharge of such Qualified ECP Guarantor’s obligations under this Article X in accordance with the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fullterms hereof. Each Qualified ECP Guarantor intends that this Section to 10.04 constitute, and this Section 10.04 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan Party other Obligor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. 131 ARTICLE XI
Appears in 1 contract
Sources: Credit Agreement (Cimpress N.V.)
Keepwell. Each Loan Party that is a Borrower and each Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation other Guarantor as may be needed by such Specified Loan Party Guarantor from time to time to honor all of its obligations under its Guaranty this Agreement and the other Loan Documents to which it is a party with respect to Hedge Obligations that would, in respect the absence of such Swap Obligation the agreement in this Section 21, otherwise constitute Excluded Hedge Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Borrowers’ and such Qualified ECP Guarantor’s Guarantors’ obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each the Borrowers and the Qualified ECP Guarantor Guarantors under this Section 10.21 21 shall remain in full force and effect until the Revolving Credit Obligations (other than contingent indemnity obligations for which no claim is pending) and the Term Loan Obligations have been indefeasibly paid and performed in full. Each The Borrowers and the Qualified ECP Guarantor intends Guarantors intend this Section 21 to constitute, and this Section 21 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, CHAR1\1795764v6 support, or other agreement” for the benefit of, each Specified Loan Party Guarantor for all purposes of the Commodity Exchange Act.. CHAR1\1795764v6
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Borrowers at the time the GuarantyGuaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s the Borrowers’ obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrowers under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends The Borrowers intend this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act. [Remainder of page intentionally left blank; signature pages follow.] 70290124_9
Appears in 1 contract
Keepwell. Each Loan Party that The Borrower, if it is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally unconditionally, and irrevocably (a) guarantees the prompt payment and performance of all liabilities under Swap Agreement(s) owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by any Non-Qualifying Party to honor all of its such Non Qualifying Party's obligations under its Guaranty and the this Agreement or any other Loan Documents in respect of such Document or Swap Obligation Agreement (butprovided, in each casehowever, that if the Borrower is a Qualified ECP Loan Party, it shall only up to be liable under this Section 9.22 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 9.22, or otherwise under this Agreement or any other Loan Document, voidable under applicable law, including applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrower under this Section 10.21 9.22 shall remain in full force and effect until indefeasible payment in full of the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fullLoans. Each Qualified ECP Guarantor The Borrower intends that this Section to 9.22 constitute, and this Section 9.22 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” for the benefit of, each Specified Loan Party " for all purposes of Section 1(a)(18)(A)(v)(II) of the Commodity Exchange ActCEA.
Appears in 1 contract
Sources: Credit Agreement (Lincoln Educational Services Corp)
Keepwell. (a) Each Loan Party Guarantor that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty in this Article XI by any Loan Party that is not then an “eligible contract participant” under the Com- modity Exchange Act (a “Specified Loan Party”) or the grant of a security interest under the Loan Documents by any such Specified Loan Party, in either case, becomes effective with respect re- spect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably irrev- ocably undertakes to provide such funds or other support to each Specified Loan Party with respect re- spect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Arti- cle XI voidable under applicable law relating to fraudulent conveyance or fraudulent transferDebtor Relief Laws, and not for any greater amount). .
(b) The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 11.08 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Loan Party intends this Section 11.08 to constitute, and this Section 11.08 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Sources: Credit Agreement (Sanmina Corp)
Keepwell. Each Loan Party Subsidiary Guarantor that is a Qualified ECP Guarantor at the time this Agreement or the Guarantygrant of a security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents (including this Agreement) in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Subsidiary Guarantor’s obligations and undertakings under this Section 10.21 28 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Subsidiary Guarantor that is a Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Subsidiary Guarantor that is a Qualified ECP Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Sources: Credit Agreement (Clarcor Inc.)
Keepwell. Each Loan Electing Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation B (as defined below) hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such any Swap Obligation hereunder as may be needed by any Party B that is not an “eligible contract participant,” as such term is defined in the U.S. Commodity Exchange Act, as amended (each, a “Specified Party B”) as may be needed by any such Specified Loan Party B from time to time to honor all of its such Specified Party B’s obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation this Agreement (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe Electing Party B’s obligations and undertakings under this Section 10.21 Part 5(o) voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Electing Party B under this Section 10.21 Part 5(o) shall remain in full force and effect until all of the Swap Obligations (other than contingent indemnity obligations for which no claim is pending) hereunder have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor Electing Party B intends this Section Part 5(o) to constitute, and this Section Part 5(o) shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party B for all purposes of Section la(18)(A)(v)(II) of the Commodity Exchange Act.. As used herein,
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.. 153 89826417_6
Appears in 1 contract
Keepwell. Each Loan Party Guarantor that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, its guarantee under this Guaranty becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 26 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 26 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 26 to constitute, and this Section 26 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.the
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor The Borrower at the time the GuarantyGuaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe Borrower’s obligations and undertakings under this Section 10.21 9.18 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrower under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The Borrower intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party Obligor that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Derivatives Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Derivatives Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Derivatives Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.11 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.11 to constitute, and this Section 10.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at At the time the GuarantyGuaranty or the grant of the security interest under the Credit Documents, in each case, by any Specified Loan Credit Party, becomes effective with respect to any Swap Obligation Obligation, the Borrower hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Credit Party with respect to such Swap Obligation as may be needed by such Specified Loan Credit Party from time to time to honor all of its obligations under its Guaranty and the other Loan Credit Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantorthe Borrower’s obligations and undertakings under this Section 10.21 Article IX voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor the Borrower under this Section 10.21 9.14 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor The Borrower intends this Section 9.14 to constitute, and this Section 9.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Credit Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Sources: Fifth Amended and Restated Credit Agreement (Stone Energy Corp)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Credit Party to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation Obligations (butprovided, in however, that each case, Qualified ECP Guarantor shall only up to be liable under this Section 7.12 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 7.12, or otherwise under this Guaranty, voidable under applicable law relating -163- to fraudulent conveyance or fraudulent transfer, and not for any greater amount); provided, that for the avoidance of doubt, any Foreign Subsidiary that is a CFC and any Qualified CFC Holding Company shall not make any contribution in support of any Obligations of the Borrowers. The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid in full and performed in fullthe Revolving Commitments shall have terminated and all Letters of Credit shall have expired (without any pending drawing) or have been cancelled or Cash Collateralized with at least 103% coverage. Each Qualified ECP Guarantor intends that this Section to 7.12 constitute, and this Section 7.12 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified Loan other Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Sources: Credit and Guaranty Agreement (Concordia International Corp.)
Keepwell. Each Loan At the time the Guaranteed Obligations of any Specified Credit Party become effective with respect to any Swap Obligation, each Credit Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Credit Party with respect to such Swap Obligation as may be needed by such Specified Loan Credit Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Credit Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation hereby jointly and severally, severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan other Transaction Party with respect to such Swap Obligation as may be needed by such Specified Loan Transaction Party from time to time to honor all of its obligations under its Guaranty this Agreement and the other Loan Credit Documents to which it is a party with respect to Swap Obligations permitted under this Agreement that would, in respect the absence of such the agreement in this Section 9.22, otherwise constitute Excluded Swap Obligation Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s Guarantors’ obligations and undertakings under this Section 10.21 voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations obligations, undertakings and undertakings guaranty of each the Qualified ECP Guarantor Guarantors under this Section 10.21 9.22 shall remain in full force and effect until payment in full of the Secured Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in fulltermination of the Delayed Draw Commitment. Each The Borrower and the Qualified ECP Guarantor intends Guarantors intend this Section 9.22 to constitute, and this Section 9.22 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Transaction Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.12 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.12 to constitute, and this Section 10.12 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) and the Guarantied Obligations have been indefeasibly paid and performed in full. Each Solely for purposes of the Commodity Exchange Act, each Qualified ECP Guarantor intends this Section 10.21 to constitute, and for such purposes this Section 10.21 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange ActParty.
Appears in 1 contract
Sources: Credit Agreement (Helen of Troy LTD)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Keepwell Provider hereby jointly and severally, severally absolutely, unconditionally unconditionally, and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time by each other Loan Party to honor all of its obligations under its Guaranty the Guarantee Agreement or Amended and the other Loan Documents Restated Guarantee Agreement, as applicable, in respect of such any Swap Obligation (butprovided, in however, that each case, Qualified Keepwell Provider shall only up to be liable under this Section 9.18 for the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s its obligations and undertakings under this Section 10.21 9.18, or otherwise under the Guarantee Agreement or Amended and Restated Guarantee Agreement, as applicable, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Keepwell Provider under this Section 10.21 9.18 shall remain in full force and effect until termination of the aggregate Commitments and payment in full of all Loan Document Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid not yet due, Secured Cash Management Obligations and performed in fullSecured Swap Obligations). Each Qualified ECP Guarantor Keepwell Provider intends that this Section to 9.18 constitute, and this Section 9.18 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, of each Specified other Loan Party for all purposes of section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Sources: Third Amendment (Broadcom LTD)
Keepwell. Each Loan Note Party that is a Qualified ECP Guarantor at the time the GuarantyGuaranty or the grant of the security interest under the Note Documents, in each case, by any Specified Loan Note Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Note Party with respect to such Swap Obligation as may be needed by such Specified Loan Note Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Note Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 23 voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 23.11 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 23.11 to constitute, and this Section 23.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Note Party for all purposes of the United States Commodity Exchange Act.
Appears in 1 contract
Keepwell. (a) Each Loan Party that is a Qualified ECP Guarantor at the time the Guarantyguaranty or the grant of a Lien under the Loan Documents, in each case, by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Hedge Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Hedge Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents and Derivatives Contracts in respect of such Swap Hedge Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 §39 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 §39.8 shall remain in full force and effect until the date on which the Hedge Obligations shall have been paid in full or otherwise satisfied (other than contingent indemnity with respect to obligations for which no claim is pending) have been indefeasibly paid and performed of the Loan Parties under any Derivatives Contract which, by its express terms, survive such payment in fullfull or satisfaction). Each Loan Party that is a Qualified ECP Guarantor intends this Section §39.8 to constitute, and this Section §39.8 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange ActAct or any regulations promulgated thereunder.
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, by any Specified Loan Party, becomes effective with respect to any Swap Obligation Borrowers hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes undertake to provide such funds or other support to each Specified Loan Obligated Party with respect to such Swap Obligation Hedge Obligations as may be needed by such Specified Loan Obligated Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation Hedge Obligations and to cause such Specified Obligated Party to be an Eligible Contract Participant (as defined in the Commodity 37 4864-5069-8851 v.9 Exchange Act) with respect to all Hedge Obligations (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s Borrowers’ obligations and undertakings under this Section 10.21 7.14 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor Borrowers under this Section 10.21 7.14 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends Borrowers intend this Section 7.14 to constitute, and this Section 7.14 shall be deemed to constitute, a guarantee Guarantee of the obligations of, and a “keepwell, support, or other agreement” (as defined in the Commodity Exchange Act) for the benefit of, each Specified Loan Obligated Party for all purposes of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Loan Party Obligor that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any Specified Loan Party, Party becomes effective with respect to any Swap Obligation Derivatives Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Derivatives Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its this Guaranty and the other Loan Documents in respect of such Swap Derivatives Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 Article X voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.11 shall remain in full force and effect until the Guaranteed Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.11 to constitute, and this Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each Specified Loan Party for all purposes of the Commodity Exchange Act.this
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Keepwell. Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty, Guaranty by any anya Specified Loan Party, becomes effective with respect to any Swap Obligation Obligation, hereby jointly and severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each eachsuch Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time to honor all of its obligations under its Guaranty and the other Loan Documents in respect of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP Guarantor’s obligations and undertakings under this Section 10.21 10.20 voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 10.21 10.20 shall remain in full force and effect until the Obligations (other than contingent indemnity obligations for which no claim is pending) have been indefeasibly paid and performed in full. Each Qualified ECP Guarantor intends this Section 10.20 to constitute, and this Section 10.20 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of, each eachsuch Specified Loan Party for all purposes of the Commodity Exchange Act.
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