Unconditional Guarantee. For valuable consideration, receipt whereof is hereby acknowledged, and to induce each Lender to make Advances to the Designated Subsidiaries and to induce the Agent to act hereunder, the Company hereby unconditionally and irrevocably guarantees to each Lender and the Agent that: (a) the principal of and interest on each Advance to each Designated Subsidiary shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereof, and, in case of any extension of time of payment, in whole or in part, of such Advance, that all such sums shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and (b) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (a) and (b) of this Section 7.01 being the "Obligations"). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal of, or interest on, any Advance to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the Agent, the Company will forthwith pay the same, without further notice or demand.
Appears in 9 contracts
Sources: 364 Day Backstop Credit Agreement (Alliedsignal Inc), 364 Day Credit Agreement (Honeywell International Inc), 364 Day Backstop Credit Agreement (Alliedsignal Inc)
Unconditional Guarantee. For valuable consideration, receipt whereof is hereby acknowledged, and to induce each Lender to make Advances to the Designated Subsidiaries and to induce the Agent Agents to act hereunder, the Company hereby unconditionally and irrevocably guarantees to each Lender and the each Agent that:
(a) the principal of and interest on each Advance to each Designated Subsidiary shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereof, and, in case of any extension of time of payment, in whole or in part, of such Advance, that all such sums shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
(b) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Administrative Agent or the Sub-Swing Line Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (a) and (b) of this Section 7.01 being the "“Obligations"”). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal of, or interest on, any Advance to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the any Agent, the Company will forthwith pay the same, without further notice or demand.
Appears in 7 contracts
Sources: Five Year Credit Agreement (Honeywell International Inc), Five Year Credit Agreement (Honeywell International Inc), Five Year Credit Agreement (Honeywell International Inc)
Unconditional Guarantee. For valuable consideration, receipt whereof is hereby acknowledged, and to induce each Lender to make Advances to the Designated Subsidiaries and to induce the Agent to act hereunder, the Company hereby unconditionally and irrevocably guarantees to each Lender and the Agent that:
(a) the principal of and interest on each Advance to each Designated Subsidiary shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereof, and, in case of any extension of time of payment, in whole or in part, of such Advance, that all such sums shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
(b) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (a) and (b) of this Section 7.01 being the "“Obligations"”). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal of, or interest on, any Advance to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the Agent, the Company will forthwith pay the same, without further notice or demand.
Appears in 4 contracts
Sources: Five Year Credit Agreement (Honeywell International Inc), Five Year Credit Agreement (Honeywell International Inc), Credit Agreement (Honeywell International Inc)
Unconditional Guarantee. For valuable consideration, ----------------------- receipt whereof is hereby acknowledged, and to induce each Lender the Banks to make Advances to the Designated Subsidiaries and to induce the Agent to act hereundereach Borrowing Subsidiary, the Company hereby unconditionally and irrevocably guarantees to each Lender the Banks and the Administrative Agent that:
(a) that the principal of and interest on each Advance to and all other amounts payable by each Designated Borrowing Subsidiary hereunder shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereofhereof and thereof, and, in the case of any extension of time of payment, in whole or in part, of such Advance, that all such sums amounts shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
(b) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (a) and (b) of this Section 7.01 being the "Obligations"). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal ofof such principal, interest or interest on, any Advance to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the Agentamounts, the Company will shall forthwith pay the same. Without limiting the generality of the foregoing, without further notice the Company's liability shall extend to all amounts that constitute part of the obligations of any Borrowing Subsidiary guaranteed by the Company under this Article VII and would ----------- be owed by any such Borrowing Subsidiary to any Bank or demandthe Administrative Agent under this Agreement or the Notes but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, reorganization or similar proceeding involving such Borrowing Subsidiary.
Appears in 2 contracts
Sources: 364 Day Credit Agreement (Donnelley R R & Sons Co), 364 Day Credit Agreement (Donnelley R R & Sons Co)
Unconditional Guarantee. For valuable consideration, receipt whereof is hereby acknowledged, and to induce each Lender the Banks to make Advances to the Designated Subsidiaries and to induce the Agent to act hereundereach Borrowing Subsidiary, the Company hereby unconditionally and irrevocably guarantees to each Lender the Banks and the Administrative Agent that:
(a) that the principal of and interest on each Advance to and all other amounts payable by each Designated Borrowing Subsidiary hereunder shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereofhereof and thereof, and, in the case of any extension of time of payment, in whole or in part, of such Advance, that all such sums amounts shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
(b) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (a) and (b) of this Section 7.01 being the "Obligations"). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal ofof such principal, interest or interest on, any Advance to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the Agentamounts, the Company will shall forthwith pay the same. Without limiting the generality of the foregoing, without further notice the Company's liability shall extend to all amounts that constitute part of the obligations of any Borrowing Subsidiary guaranteed by the Company under this Article VII and would be owed by any such Borrowing Subsidiary to any Bank or demandthe Administrative Agent under this Agreement or the Notes but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, reorganization or similar proceeding involving such Borrowing Subsidiary.
Appears in 2 contracts
Sources: 364 Day Credit Agreement (Donnelley R R & Sons Co), 364 Day Credit Agreement (Donnelley R R & Sons Co)
Unconditional Guarantee. For valuable consideration, ----------------------- receipt whereof is hereby acknowledged, and to induce each Lender Bank to make Advances Loans to the Designated Subsidiaries and to induce the Agent to act hereunderSubsidiaries, the Company Company, as principal and not merely as surety, hereby unconditionally and irrevocably guarantees to each Lender and the Agent Bank that:
: (ai) the principal of and interest on each Advance Loan to each Designated Subsidiary shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereof, and, in case of any extension of time of payment, in whole or in part, of such AdvanceLoan, that all such sums shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
and (bii) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, Bank shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (ai) and (bii) of this Section 7.01 10.1 being the "Obligations"). ------- ---- In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal of, or interest on, any Advance Loan to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the AgentBank, the Company will forthwith pay the same, without further notice or demand.
Appears in 1 contract
Unconditional Guarantee. For valuable consideration, receipt whereof is hereby acknowledged, and to induce each Lender to make Advances to the Designated Subsidiaries and to induce the Agent to act hereunder, the Company hereby unconditionally and irrevocably guarantees to each Lender and the Agent that:
(a) the principal of and interest on each Advance to each Designated Subsidiary shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereof, and, in case of any extension of time of payment, in whole or in part, of such Advance, that all such sums shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
and (b) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (a) and (b) of this Section 7.01 being the "Obligations"). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal of, or interest on, any Advance to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the Agent, the Company will forthwith pay the same, without further notice or demand.
Appears in 1 contract
Sources: Five Year Credit Agreement (Honeywell International Inc)
Unconditional Guarantee. For valuable consideration, ----------------------- receipt whereof is hereby acknowledged, and to induce each Lender the Banks to make Advances to the Designated Subsidiaries and to induce the Agent to act hereundereach Borrowing Subsidiary, the Company hereby unconditionally and irrevocably guarantees to each Lender the Banks and the Administrative Agent that:
(a) that the principal of and interest on each Advance to and all other amounts payable by each Designated Borrowing Subsidiary hereunder shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereofhereof and thereof, and, in the case of any extension of time of payment, in whole or in part, of such Advance, that all such sums amounts shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
(b) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (a) and (b) of this Section 7.01 being the "Obligations"). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal ofof such principal, interest or interest on, any Advance to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the Agentamounts, the Company will shall forthwith pay the same. Without limiting the generality of the foregoing, without further notice the Company's liability shall extend to all amounts that constitute part of the obligations of any Borrowing Subsidiary guaranteed by the Company under this Article VII and would be owed by ----------- any such Borrowing Subsidiary to any Bank or demandthe Administrative Agent under this Agreement or the Notes but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, reorganization or similar proceeding involving such Borrowing Subsidiary.
Appears in 1 contract
Unconditional Guarantee. For valuable consideration, receipt whereof is hereby acknowledged, and to induce each Lender to make Advances to the Designated Subsidiaries Borrowers and to induce the Agent to act hereunder, the Company hereby unconditionally and irrevocably guarantees to each Lender and the Agent that:
(a) the principal of and interest on each Advance to each Designated Subsidiary Borrower shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereof, and, in case of any extension of time of payment, in whole or in part, of such Advance, that all such sums shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
(b) all other amounts payable hereunder by any Designated Subsidiary Borrower to any Lender or the Agent or the Sub-Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries Borrowers under these subsections (a) and (b) of this Section 7.01 being the "“Obligations"”). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal of, or interest on, any Advance to any Designated Subsidiary Borrower or such other amounts payable by any Designated Subsidiary Borrower to any Lender or the Agent, the Company will forthwith pay the same, without further notice or demand.
Appears in 1 contract
Sources: 364 Day Credit Agreement (Honeywell International Inc)
Unconditional Guarantee. For valuable consideration, ----------------------- receipt whereof is hereby acknowledged, and to induce each Lender Bank to make Advances Loans to the Designated Subsidiaries and to induce the Agent to act hereunderSubsidiaries, the Company Company, as principal and not merely as surety, hereby unconditionally and irrevocably guarantees to each Lender and the Agent Bank that:
: (ai) the principal of and interest on each Advance Loan to each Designated Subsidiary shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereof, and, in case of any extension of time of payment, in whole or in part, of such AdvanceLoan, that all such sums shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
and (bii) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, Bank shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (ai) and (bii) of this Section 7.01 ------- 10.1 being the "Obligations"). ---- In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal of, or interest on, any Advance Loan to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the AgentBank, the Company will forthwith pay the same, without further notice or demand.
Appears in 1 contract
Unconditional Guarantee. For valuable consideration, receipt whereof is hereby acknowledged, and to induce each Lender the Banks to make Advances to each of the Designated Subsidiaries and to induce the Agent to act hereunderBorrowing Subsidiaries, the Company hereby unconditionally and irrevocably guarantees to each Lender the Banks and the Administrative Agent that:
(a) that the principal of and interest on each Advance to and all other amounts payable by each Designated Borrowing Subsidiary hereunder shall be promptly paid in full when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms hereofhereof and thereof, and, in the case of any extension of time of payment, in whole or in part, of such Advance, that all such sums amounts shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
(b) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (a) and (b) of this Section 7.01 being the "Obligations"). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal ofof such principal, interest or interest on, any Advance to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the Agentamounts, the Company will shall forthwith pay the same. Without limiting the generality of the foregoing, without further notice the Company's liability shall extend to all amounts that constitute part of the obligations of any Borrowing Subsidiary hereunder or demandunder any Note and that would be owed by such Borrowing Subsidiary to any Bank or the Administrative Agent under this Agreement or the Notes but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, reorganization or similar proceeding involving such Borrower.
Appears in 1 contract
Sources: Credit Agreement (Donnelley Enterprise Solutions Inc)
Unconditional Guarantee. For valuable consideration, receipt whereof is hereby acknowledged, and to induce each Lender to make Advances Subject to the Designated Subsidiaries and to induce the Agent to act hereunderprovisions of this Article XIII, the Company hereby Guarantors hereby, jointly and severally, unconditionally and irrevocably guarantee (such guarantees to be referred to herein as "Guarantees") to each Lender Holder of a Security authenticated and delivered by the Agent Trustee and to the Trustee and its successors and assigns, irrespective of the validity and enforceability of this Indenture, the Securities or the obligations of the Company to the Holders or the Trustee hereunder or thereunder, that:
: (a) the principal of, interest on and Additional Amounts with respect to the Securities shall be duly and punctually paid in full when due, whether at maturity, upon redemption at the option of Holders pursuant to the provisions of the Securities relating thereto, by acceleration or otherwise, and interest on each Advance the overdue principal and (to each Designated Subsidiary the extent permitted by law) interest, if any, and Additional Amounts with respect to the Securities and all other obligations of the Company or the Guarantors to the Holders or the Trustee hereunder or thereunder (including amounts due the Trustee hereunder) and all other Obligations shall be promptly paid in full when due (whether at stated maturityor performed, by acceleration or otherwise) in accordance with the terms hereof, and, in case of any extension of time of payment, in whole or in part, of such Advance, that all such sums shall be promptly paid when due (whether at stated maturity, by acceleration or otherwise) in accordance with the terms of such extension; and
(b) all other amounts payable hereunder by any Designated Subsidiary to any Lender or the Agent or the Sub-Agent, as the case may be, shall be promptly paid in full when due in accordance with the terms hereof (the obligations of the Designated Subsidiaries under these subsections (a) and (b) of this Section 7.01 being the "Obligations"). In addition, the Company hereby unconditionally and irrevocably agrees that upon default in the payment when due (whether at stated maturity, by acceleration or otherwise) of any principal of, or interest on, any Advance to any Designated Subsidiary or such other amounts payable by any Designated Subsidiary to any Lender or the Agent, the Company will forthwith pay the same, without further notice or demand.thereof; and
Appears in 1 contract
Sources: Indenture (Amvescap PLC/London/)