Common use of Corporate Guarantee Clause in Contracts

Corporate Guarantee. The Corporate Guarantor hereby confirms its consent to the novation of the Principal Agreement and the Master Swap Agreement, and of the rights and obligations of the Outgoing Borrower thereunder by the Outgoing Borrower in favour of the New Borrower, on the terms and conditions set out in, and to the amendments to the Principal Agreement and the Master Swap Agreement (as the case may be), and the other arrangements, contained in, this Agreement and to the release of the Existing Security Documents and further agrees and acknowledges that: 7.1.1 the Corporate Guarantee and the obligations of the Corporate Guarantor thereunder, shall remain and continue in full force and effect notwithstanding the said novation of, and the amendments to, the Principal Agreement and the Master Swap Agreement (as the case may be) and the other arrangements contained in this Agreement, and the release of the Existing Security Documents; 7.1.2 with effect from the Effective Date the New Borrower shall be and is hereby substituted in place of the Outgoing Borrower as a "Borrower" in the Corporate Guarantee and the Corporate Guarantee shall henceforth be construed and treated, and the Corporate Guarantor shall be bound by the Corporate Guarantee, in all respects as if the New Borrower was a Borrower instead of the Outgoing Borrower; and 7.1.3 with effect from the Effective Date: (a) references in the Corporate Guarantee to the "Agreement" or the "Facility Agreement" or the "Loan Agreement" shall henceforth be references to the Principal Agreement as novated and amended by this Agreement and as from time to time hereafter amended and shall also be deemed to include this Agreement and the obligations of the Borrowers hereunder; and (b) references in the Corporate Guarantee to the "Master Swap Agreement" shall henceforth be references to such documents as novated and amended by this Agreement and as from time to time hereafter amended and shall also be deemed to include this Agreement and the obligations of the Borrowers hereunder.

Appears in 1 contract

Sources: Loan Agreement (Aegean Marine Petroleum Network Inc.)

Corporate Guarantee. The Corporate Guarantor hereby confirms its consent to the novation of the Principal Agreement and the Master Swap Agreement, and of the rights and obligations of the Outgoing Borrower thereunder by the Outgoing Borrower in favour of the New Borrower, on the terms and conditions set out in, and to the amendments to the Principal Agreement and the Master Swap Agreement (as the case may be), and the other arrangements, ) contained in, this Agreement and to the release of the Existing Security Documents and further agrees and acknowledges agree that: 7.1.1 the Corporate Guarantee and the obligations of the Corporate Guarantor thereunder, shall remain and continue in full force and effect notwithstanding the said novation of, and the amendments to, the Principal Agreement and the Master Swap Agreement (as the case may be) and the other arrangements contained in this Agreement, and the release of the Existing Security Documents; 7.1.2 with effect from the Effective Date the New Borrower shall be and is hereby substituted in place of the Outgoing Borrower as a "Borrower" in the Corporate Guarantee and the Corporate Guarantee shall henceforth be construed and treated, and the Corporate Guarantor shall be bound by the Corporate Guarantee, in all respects as if the New Borrower was a Borrower instead of the Outgoing Borrower; and 7.1.3 with effect from the Effective Date: (a) references in the Corporate Guarantee to the "Agreement" or the "Facility Agreement" or the "Loan Agreement" shall henceforth be references to the Principal Agreement as novated and amended by this Agreement and as from time to time hereafter amended and shall also be deemed to include this Agreement and the obligations of the Borrowers hereunder; and (b) references in the Corporate Guarantee to the "Master Swap Agreement" shall henceforth be references to such documents as novated and amended by this Agreement and as from time to time hereafter amended and shall also be deemed to include this Agreement and the obligations of the Borrowers hereunder.

Appears in 1 contract

Sources: Eighth Supplemental Agreement (Aegean Marine Petroleum Network Inc.)

Corporate Guarantee. The Corporate Guarantor hereby confirms its consent to the novation transfer of the Principal Agreement and Ship from the Master Swap Agreement, and of the rights and obligations of the Outgoing Borrower thereunder by the Outgoing Borrower in favour of Existing Flag State to the New BorrowerFlag State, on the terms and conditions set out in, and to the amendments to the Principal Agreement and the Master Swap Agreement (as amendments to the case may be)Principal Corporate Guarantee, the discharge of the Existing Mortgage and the other arrangements, arrangements contained in, in this Agreement and to the release of the Existing Security Documents and further agrees and acknowledges agree that: 7.1.1 6.1.1 the Corporate Guarantee and the obligations of the Corporate Guarantor thereunder, shall remain and continue in full force and effect notwithstanding the said novation oftransfer of the Ship from the Existing Flag State to the New Flag State, and the amendments toto the Principal Agreement, the amendments to the Principal Agreement and Corporate Guarantee, the Master Swap Agreement (as discharge of the case may be) Existing Mortgage and the other arrangements contained in this Agreement, and the release of the Existing Security Documents; 7.1.2 with effect from the Effective Date the New Borrower shall be and is hereby substituted in place of the Outgoing Borrower as a "Borrower" in the Corporate Guarantee and the Corporate Guarantee shall henceforth be construed and treated, and the Corporate Guarantor shall be bound by the Corporate Guarantee, in all respects as if the New Borrower was a Borrower instead of the Outgoing Borrower; and 7.1.3 6.1.2 with effect from the Effective Date: (a) references in the Principal Corporate Guarantee to the "Agreement" or the "Facility Agreement" or the "Loan Agreement" (or similar or equivalent references) shall henceforth be references to the Principal Agreement as novated and amended by this Agreement and as from time to time hereafter amended and shall also be deemed to include this Agreement and the obligations of the Borrowers hereunder; and (b) references in the Principal Corporate Guarantee to the "Master Swap Agreementthis Guarantee" (or similar or equivalent references) shall henceforth be references to such documents the Principal Corporate Guarantee as novated and amended by this Agreement and as from time to time hereafter amended and shall also be deemed to include this Agreement and the obligations of the Borrowers hereunder.

Appears in 1 contract

Sources: Loan Agreement (Aegean Marine Petroleum Network Inc.)

Corporate Guarantee. The Corporate Guarantor hereby confirms its consent to the novation of amendments to (i) the Principal Agreement and the Master Principal Swap AgreementAssignment, and of the rights and obligations of the Outgoing Borrower thereunder by the Outgoing Borrower in favour of the New Borrowereither case, on the terms and conditions set out in, and to the amendments to the Principal Agreement and the Master Swap Agreement (as the case may be), and the other arrangements, contained in, in this Agreement and to (ii) the release of Principal Master Agreement on the Existing Security Documents terms and further conditions contained in the ISDA Amendment Agreement and agrees and acknowledges that: 7.1.1 the Corporate Guarantee and the obligations of the Corporate Guarantor thereunder, shall remain and continue in full force and effect notwithstanding the said novation of, and the amendments to, to (i) the Principal Agreement and the Master Principal Swap Agreement (as the case may be) and the other arrangements Assignment contained in this Agreement and (ii) the Principal Master Agreement contained in the ISDA Amendment Agreement, and the release of the Existing Security Documents; 7.1.2 with effect from the Effective Date the New Borrower shall be and is hereby substituted in place of the Outgoing Borrower as a "Borrower" in the Corporate Guarantee and Date, the Corporate Guarantee shall henceforth be construed and treated, and the Corporate Guarantor shall be bound by the Corporate Guarantee, in all respects as if (a) the New Q Arion Borrower was a Borrower and the Original Borrowers were, jointly and severally (i) the Borrowers under the Principal Agreement and the Principal Swap Assignment and (ii) the Swap Provider’s counterparties under the Principal Master Agreement and (b) the principal sum of the loan to be advanced referred to in the Corporate Guarantee were “$60,719,250” instead of the Outgoing Borrower“$41,100,000”; and 7.1.3 with effect from the Effective Date: (a) Date references in the Corporate Guarantee to the "Agreement" or the "Facility Agreement" or the "Loan Agreement" ” and the “Master Swap Agreement” shall henceforth be references to the Principal Agreement as novated amended and amended restated by this Agreement and to the Principal Master Agreement as amended and supplemented by the ISDA Master Agreement respectively and, in either case, as from time to time hereafter may be further amended and shall also be deemed to include this Agreement and the ISDA Amendment Agreement and the respective obligations of the Original Borrowers hereunder; and (b) references in the Corporate Guarantee to the "Master Swap Agreement" shall henceforth be references to such documents as novated and amended by this Agreement and as from time to time hereafter amended and shall also be deemed to include this Agreement and the obligations of Q Arion Borrower hereunder and, as the Borrowers hereundercontext may require, thereunder.

Appears in 1 contract

Sources: Supplemental Agreement (Quintana Shipping Ltd.)