Common use of Liability as Guarantor Clause in Contracts

Liability as Guarantor. If, at the time of sale, the vendor is liable or responsible as a guarantor for any Debt, liabilities or obligations of the Corporation, the purchaser shall use reasonable efforts to cause all such guarantees to be released at or before the time of sale and, if the purchaser is unable to effect the release of such guarantees, the purchaser shall execute and deliver in favour of the vendor an indemnity, in form and substance satisfactory to the vendor, acting reasonably, whereby the purchaser indemnifies and saves harmless the vendor from all claims arising out of such guarantees. If the purchaser is the Corporation, the other Shareholders shall execute and deliver in favour of the vendor an indemnity in form and substance and to the same effect as provided in the immediately preceding sentence.

Liability as Guarantor. If, at the time of sale, the vendor is liable or responsible as a guarantor for any Debtdebts, liabilities or obligations of the Corporation, the purchaser shall use reasonable efforts to cause all such guarantees to be released at or before the time of sale and, if the purchaser is unable to effect the release of such guarantees, the purchaser shall execute and deliver in favour of the vendor an indemnity, in form and substance satisfactory to the vendor, vendor acting reasonably, whereby the purchaser indemnifies agrees to indemnify and saves save harmless the vendor from all claims arising out of such guarantees. If the purchaser is the Corporation, the other Shareholders Shareholder whose Shares are not being purchased shall execute and deliver in favour of the vendor an indemnity in form and substance and to the same effect as provided in the immediately preceding sentence.