Operating Deficits Guaranty Clause Samples

Operating Deficits Guaranty. Each Guarantor hereby covenants and agrees solidarily to advance, on the terms set forth below, the funds required to fund any and all Operating Deficits incurred by the Borrower during the Operating Deficit Guaranty Period, within 120 days following the end of each fiscal year during the Operating Deficit Guaranty Period. If the Borrower anticipates the need to request any Guarantor to make a payment under this Guaranty to fund an Operating Deficit, the Borrower will promptly notify the Guarantors, in writing, with a copy to the LHC of the amount of such Operating Deficit (with sufficient supporting documentation to evidence the need to make a payment under this Guaranty). Prior to expiration of the 120-day period, the Guarantors shall promptly provide the Borrower with funds sufficient to pay the amount of such Operating Deficit and promptly upon receipt of such funds, the Borrower shall pay the Operating Expenses causing such Operating Deficit. Notwithstanding the foregoing, the LHC may submit a request directly to the Guarantors (with a copy of such request to Borrower), on behalf of the Borrower, to make a payment under this Guaranty upon making a determination of the existence of an Operating Deficit. It is the intention of the parties that in the event that Surplus Cash is negative at the end of any project fiscal year, Guarantors shall fund at least the amount of such Surplus Cash deficit pursuant to the terms of this Guaranty. (a) Failure of the Borrower to provide such a request and/or notice to the LHC or the failure of any Guarantor to pay such Operating Deficit, shall neither impair nor reduce the Guarantors’ obligation to pay the amounts due hereunder upon direct demand by the LHC. Upon approval of such request of the Borrower by the LHC, and payment of such Operating Deficit by the Guarantor, the same shall be credited towards the amounts due by Guarantors under this Guaranty. (b) Guarantor acknowledges that any advances made pursuant to Section 3.1 shall be unsecured debt of the Borrower and shall not be payable as an Operating Expense of the Project. (c) The Operating Deficit Guaranty shall terminate upon the expiration of the Operating Deficit Guaranty Period. The termination of the Operating Deficit Guaranty does not, in any way, relieve or affect the Guarantors’ Guaranteed Obligations arising prior to the expiration of the Operating Deficit Guaranty Period, and does not affect Guarantor's Guaranteed Obligations arising under Sections 3....
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Related to Operating Deficits Guaranty

  • Waiver; Deficiency Each Grantor waives and agrees not to assert any rights or privileges which it may acquire under Section 9-112 of the New York UCC. Each Grantor shall remain liable for any deficiency if the proceeds of any sale or other disposition of the Collateral are insufficient to pay its Obligations and the fees and disbursements of any attorneys employed by the Administrative Agent or any Lender to collect such deficiency.

  • Waiver of Existing Defaults (a) The Controlling Party or (if the Controlling Party is the Senior Trustee) the Holders of a majority of the Outstanding Principal Balance of the Senior Class by notice to the Senior Trustee and the Issuer may waive any existing Default hereunder and its consequences, except a Default: (i) in the deposit or distribution of any payment required to be made on any Securities, (ii) in the payment of the interest on, principal of or premium, if any, with respect to any Security or (iii) in respect of a covenant or provision hereof which under Article IX hereof cannot be modified or amended without the consent of the Holder of each Security affected thereby, which (in the case of such Defaults described in clauses (i), (ii) and (iii)) may not be waived. Upon any such waiver, such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture, but no such waiver shall extend to any subsequent or other Default or impair any right consequent thereon. Each such notice of waiver shall also be given to each Rating Agency. (b) Any written waiver of a Default or an Event of Default given by the Controlling Party or the Holders to the Trustee and the Issuer in accordance with the terms of this Indenture shall be binding upon the Trustee and the other parties hereto. Unless such writing expressly provides to the contrary, any waiver so granted shall extend only to the specific event or occurrence which gave rise to the Default or Event of Default so waived and not to any other similar event or occurrence which occurs subsequent to the date of such waiver.

  • No Existing Default No Default or Event of Default shall have occurred and be continuing (i) on the borrowing, continuation or conversion date with respect to such Loan or after giving effect to the Loans to be made, continued or converted on such date or (ii) on the issuance or extension date with respect to such Letter of Credit or after giving effect to the issuance or extension of such Letter of Credit on such date.

  • Anti-Deficiency Act Pursuant to 31 U.S.C. §1341 nothing contained in this Agreement shall be construed as binding the NPS to expend in any one fiscal year any sum in excess of appropriations made by Congress, for the purposes of this Agreement for that fiscal year, or other obligation for the further expenditure of money in excess of such appropriations.

  • Absence of Existing Defaults The Company is not in violation or default of (i) any provision of its Amended and Restated Memorandum and Articles of Association, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject, or (iii) any (x) statute, law, rule, regulation, or (y) judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company; except in the case of clauses (ii) and (iii) above for any such conflict, breach or violation that would not, individually or in the aggregate, be reasonably expected to have a material adverse effect on the condition (financial or otherwise), prospects, earnings, business or properties of the Company, taken as a whole, whether or not arising from transactions in the ordinary course of business (a “Material Adverse Effect”).