Common use of Assumption by New Indemnitor of Guaranty Clause in Contracts

Assumption by New Indemnitor of Guaranty. From and after the Acquisition Date, New Indemnitor hereby, jointly and severally, assumes and agrees to be liable and responsible for and bound by all of Original Indemnitor's obligations, agreements and liabilities arising from and after the Acquisition Date, including but not limited to the jury waiver and other waivers set forth therein, under the Guaranty, including the Zxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended hereby, and as fully and completely as if New Indemnitor had originally executed and delivered such Guaranty, as amended hereby, as the guarantor thereunder. New Indemnitor further agrees to pay, perform and discharge each and every obligation of payment and performance of any guarantor arising from and after the Acquisition Date under, pursuant to and as set forth in the Guaranty, including the Zxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended hereby, at the time, in the manner and otherwise in all respects as therein provided. With respect to the Zxxxxx Environmental Indemnity Obligations under Guaranty, the liability of New Indemnitor shall be joint and several with that of New Borrower and shall not be limited to those environmental obligations occurring from and after the Acquisition Date. From and after the date hereof, the Guaranty is amended as follows: (a) all references to the term "Borrower" used in the Guaranty shall mean and refer to the New Borrower and the term "Guarantor" used in the Guaranty shall mean and refer to the New Indemnitor; and (b) the last paragraph of Section 1.2 of each Guaranty is hereby amended by inserting the word "or" immediately preceding subsection (vi) and deleting the clause "or (vii) the Company files, commences, seeks or prosecutes an action for partition or forced sale of all or any portion of the Premises and/or Improvements."

Assumption by New Indemnitor of Guaranty. From and after the Acquisition Date, New Indemnitor herebyIndemnitor, jointly and severally, assumes and agrees to be liable and responsible for and bound by by, from and after the Effective Date, all of Original Indemnitor's obligations, agreements and liabilities arising from and after the Acquisition Dateliabilities, including but not limited to the jury waiver and other waivers set forth therein, under the Guaranty, including the Zxxxxx Environmental Indemnity Obligations under Guarantyas amended by this New Indemnitor Joinder, as the Guaranty has been amended hereby, and as fully and completely as if the New Indemnitor had originally executed and delivered such Guaranty, Guaranty as amended herebyby this New Indemnitor Joinder, as the guarantor guarantor/indemnitor thereunder. New Indemnitor further agrees to pay, perform and discharge each and every obligation of payment and performance of any guarantor arising from and after the Acquisition Date guarantor/indemnitor under, pursuant to and as set forth in the Guaranty, including the Zxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended herebyby this New Indemnitor Joinder, at the time, in the manner and otherwise in all respects as therein provided. With Notwithstanding the foregoing, with respect to the Zxxxxx environmental obligations under Section 1.1 of the Guaranty, as it relates to the Borrower's Recourse Environmental Indemnity Obligations under GuarantyObligation, the liability of New Indemnitor shall be joint and several with that of New Borrower and, if applicable, Original Borrower and Original Indemnitor and shall not be limited to those environmental obligations occurring from and after the Acquisition Effective Date. From and after the date hereofEffective Date, the Guaranty is amended as follows: (a) to provide that all references to the term "Borrower" used in the Guaranty shall mean and refer to the New Borrower and the term "Guarantor" used in the Guaranty shall mean and refer to the New Indemnitor; and (b) the last paragraph of Section 1.2 of each Guaranty is hereby amended by inserting the word "or" immediately preceding subsection (vi) and deleting the clause "or (vii) the Company files, commences, seeks or prosecutes an action for partition or forced sale of all or any portion of the Premises and/or Improvements."

Assumption by New Indemnitor of Guaranty. From and after the Acquisition Date, New Indemnitor hereby, jointly and severally, assumes and agrees to be liable and responsible for and bound by all of Original Indemnitor's ’s obligations, agreements and liabilities arising from and after the Acquisition Date, including but not limited to the jury waiver and other waivers set forth therein, under the Guaranty, including the Zxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended hereby, and as fully and completely as if the New Indemnitor had originally executed and delivered such Guaranty, as amended hereby, on the Acquisition Date as the guarantor guarantor/indemnitor thereunder. New Indemnitor further agrees to pay, perform and discharge each and every obligation of payment and performance of any guarantor arising from and after the Acquisition Date guarantor/indemnitor under, pursuant to and as set forth in the Guaranty, including Guaranty from and after the Zxxxxx Environmental Indemnity Obligations under GuarantyAcquisition Date, as the Guaranty has been amended hereby, at the time, in the manner and otherwise in all respects as therein provided. With respect to For the Zxxxxx Environmental Indemnity Obligations under Guarantyavoidance of doubt, the liability of Lender hereby acknowledges and agrees that New Indemnitor shall be joint and several with that of New Borrower and shall not be limited liable for the obligations of Original Indemnitor under the Guaranty for any obligations, claims, matters or causes of action of any nature arising prior to those environmental obligations occurring from and after the Acquisition Date. From and after the date hereof, the Guaranty is amended as follows: (a) to provide that all references to the term "“Borrower" ” used in the Guaranty shall mean and refer to the New Borrower and the term "“Guarantor" ” used in the Guaranty shall mean and refer to the New Indemnitor; and (b) the last paragraph of Section 1.2 of each Guaranty is hereby amended by inserting the word "or" immediately preceding subsection (vi) and deleting the clause "or (vii) the Company files, commences, seeks or prosecutes an action for partition or forced sale of all or any portion of the Premises and/or Improvements."

Assumption by New Indemnitor of Guaranty. From and after the Acquisition Date, New Indemnitor hereby, jointly and severally, assumes and agrees to be liable and responsible for and bound by all of Original Indemnitor's obligations, agreements and liabilities arising from and after the Acquisition Date, including but not limited to the jury waiver and other waivers set forth therein, under the Guaranty, including the Zxxxxx Xxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended hereby, and as fully and completely as if New Indemnitor had originally executed and delivered such Guaranty, as amended hereby, as the guarantor thereunder. New Indemnitor further agrees to pay, perform and discharge each and every obligation of payment and performance of any guarantor arising from and after the Acquisition Date under, pursuant to and as set forth in the Guaranty, including the Zxxxxx Xxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended hereby, at the time, in the manner and otherwise in all respects as therein provided. With respect to the Zxxxxx Xxxxxx Environmental Indemnity Obligations under Guaranty, the liability of New Indemnitor shall be joint and several with that of New Borrower and shall not be limited to those environmental obligations occurring from and after the Acquisition Date. From and after the date hereof, the Guaranty is amended as follows: (a) all references to the term "Borrower" used in the Guaranty shall mean and refer to the New Borrower and the term "Guarantor" used in the Guaranty shall mean and refer to the New Indemnitor; and (b) the last paragraph of Section 1.2 of each Guaranty is hereby amended by inserting the word "or" immediately preceding subsection (vi) and deleting the clause "or (vii) the Company files, commences, seeks or prosecutes an action for partition or forced sale of all or any portion of the Premises and/or Improvements."

Assumption by New Indemnitor of Guaranty. From and after the Acquisition Date, New Indemnitor hereby, jointly and severally, assumes and agrees to be liable and responsible for and bound by all of Original Indemnitor's obligations, agreements and liabilities arising from and after the Acquisition Dateliabilities, including but not limited to the jury waiver and other waivers set forth therein, under the Guaranty, including the Zxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended hereby, and as fully and completely as if the New Indemnitor had originally executed and delivered such Guaranty, as amended hereby, as the guarantor guarantor/indemnitor thereunder. New Indemnitor further agrees to pay, perform and discharge each and every obligation of payment and performance of any guarantor arising from and after the Acquisition Date guarantor/indemnitor under, pursuant to and as set forth in the Guaranty, including the Zxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended hereby, at the time, in the manner and otherwise in all respects as therein provided. With respect to the Zxxxxx Environmental Indemnity Obligations under Under Guaranty, the liability of New Indemnitor shall be joint and several with that of New Borrower and shall not be limited to those environmental obligations occurring from and after the Acquisition Date. From and after the date hereof, the Guaranty is amended as follows: (a) to provide that all references to the term "Borrower" used in the Guaranty shall mean and refer to the New Borrower and the term "Guarantor" used in the Guaranty shall mean and refer to the New Indemnitor; and (b) the last paragraph of Section 1.2 of each Guaranty is hereby amended by inserting the word "or" immediately preceding subsection (vi) and deleting the clause "or (vii) the Company files, commences, seeks or prosecutes an action for partition or forced sale of all or any portion of the Premises and/or Improvements."

Assumption by New Indemnitor of Guaranty. From and after the Acquisition Date, New Indemnitor hereby, jointly and severally, hereby assumes and agrees to be liable and responsible for and bound by by, and agrees to comply with and perform, each and every covenant, condition, agreement, representation, warranty, waiver, consent, acknowledgment and obligation of Original Indemnitor and all of Original Indemnitor's ’s obligations, agreements and liabilities arising from and after the Acquisition Dateliabilities, including but not limited to the jury waiver and other waivers set forth therein, under the Guaranty, including as amended by this New Indemnitor Joinder, the Zxxxxx Environmental Indemnity Obligations under GuarantyAgreement and A&R Guaranty to be delivered concurrently with this New Indemnitor Joinder, as the Guaranty has been amended hereby, and as fully and completely as if the New Indemnitor had originally executed and delivered such Guaranty, as amended herebyby this New Indemnitor Joinder, the Agreement, and the A&R Guaranty to be delivered concurrently with this New Indemnitor Joinder, as the guarantor thereunderthereunder including all of those obligations, agreements and liabilities which would have been the obligations, agreements and liabilities of Original Indemnitor, without regard to when such obligations, agreements and liabilities arise, accrue or have arisen or accrued and without regard to the Original Indemnitor's responsibility therefore, if any. New Indemnitor further agrees to pay, perform and discharge each and every obligation of payment and performance of any guarantor arising from and after the Acquisition Date under, pursuant to and as set forth in the Guaranty, including as amended by this New Indemnitor Joinder, the Zxxxxx Environmental Indemnity Obligations under GuarantyAgreement, as and the A&R Guaranty has been amended herebyto be delivered concurrently with this New Indemnitor Xxxxxxx, at the time, in the manner and otherwise in all respects as therein provided. With respect to the Zxxxxx Environmental Indemnity Obligations under Guaranty, the liability of New Indemnitor shall be joint and several with that of New Borrower and shall not be limited to those environmental obligations occurring from and after the Acquisition Date. From and after the date hereof, the Guaranty is amended as follows: (a) all references to the term "Borrower" used in the Guaranty shall mean and refer to the New Borrower and the term "Guarantor" used in the Guaranty shall mean and refer to the New Indemnitor; and (b) the last paragraph of Section 1.2 of each Guaranty is hereby amended by inserting the word "or" immediately preceding subsection (vi) and deleting the clause "or (vii) the Company files, commences, seeks or prosecutes an action for partition or forced sale of all or any portion of the Premises and/or Improvements."​

Assumption by New Indemnitor of Guaranty. From and after the Acquisition Date, New Indemnitor hereby, jointly and severally, assumes and agrees to be liable and responsible for and bound by all of Original Indemnitor's ’s obligations, agreements and liabilities arising from and after the Acquisition Dateliabilities, including but not limited to the jury waiver and other waivers set forth therein, under the Guaranty, including the Zxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended hereby, and by this New Indemnitor Joinder as fully and completely as if the New Indemnitor had originally executed and delivered such Guaranty, as amended herebyby this New Indemnitor Joinder, as the guarantor indemnitor thereunder; provided, however, that such assumption shall only relate to obligations under the Guaranty accruing from and after the Effective Date. New Indemnitor further agrees to pay, perform and discharge each and every obligation of payment and performance of any guarantor arising Guarantor accruing from and after the Acquisition Effective Date under, pursuant to and as set forth in the Guaranty, including the Zxxxxx Environmental Indemnity Obligations under Guaranty, as the Guaranty has been amended herebyby this New Indemnitor Joinder, at the time, in the manner and otherwise in all respects as therein provided. With Notwithstanding the foregoing, with respect to the Zxxxxx Environmental Indemnity Obligations under Under Guaranty, the liability of New Indemnitor shall be joint and several with that of New Borrower and, if applicable, Original Indemnitor and shall not be limited to those environmental obligations occurring from and after the Acquisition Effective Date. From and after the date hereofEffective Date, the Guaranty is amended as follows: (a) to provide that all references to the term "“Borrower" ” used in the Guaranty (other than in the recitals of the Guaranty) shall mean and refer to New Borrower and the term “Guarantor” used in the Guaranty shall mean and refer to the New Borrower and the term "Guarantor" used Indemnitor (other than in the Guaranty shall mean and refer to the New Indemnitor; and (b) the last paragraph of Section 1.2 of each Guaranty is hereby amended by inserting the word "or" immediately preceding subsection (vi) and deleting the clause "or (vii) the Company files, commences, seeks or prosecutes an action for partition or forced sale of all or any portion recitals of the Premises and/or ImprovementsGuaranty)."