Common use of Execution and Delivery of Guarantee Clause in Contracts

Execution and Delivery of Guarantee. To further evidence the Guarantee set forth in Section 12.1, the Guarantor hereby agrees that a notation relating to such Guarantee, substantially in the form attached hereto as Annex A, shall be endorsed on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee and executed by either manual or facsimile signature of an officer of Boardwalk GP. The Guarantor hereby agrees that the Guarantee set forth in Section 12.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation relating to the Guarantee. If any officer of Boardwalk GP or any Affiliate, whose signature is on this Indenture or a Note no longer holds that office at the time the Trustee authenticates such Note or at any time thereafter, the Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantee set forth in this Indenture on behalf of the Guarantor.

Execution and Delivery of Guarantee. To further evidence the Each Guarantor hereby agrees that its Note Guarantee set forth in Section 12.1, the Guarantor hereby agrees that a notation relating to such Guarantee, substantially in the form attached hereto as Annex A, shall be endorsed on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee and executed by either manual or facsimile signature of an officer of Boardwalk GP. The Guarantor hereby agrees that the Guarantee set forth in Section 12.1 shall 9.01 hereof will remain in full force and effect notwithstanding the absence of the endorsement of any failure to endorse on each notation of such Note a notation relating to the Guarantee. If any officer of Boardwalk GP or any Affiliate, an Officer whose signature is on this Indenture or a Note no longer holds that office at the time the Trustee authenticates such Note or at any time thereafterthe Securities of a series, the Note Guarantee of such Note shall Securities will be valid nevertheless. Upon execution by a new Guarantor of an indenture supplemental hereto substantially in the form reasonably satisfactory to the Trustee, the Note Guarantee of such Guarantor set forth in this Indenture shall be deemed duly delivered, without any further action by any Person, on behalf of such Guarantor. The delivery of any Note Security of a series by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of the Note Guarantee set forth in this Indenture or any supplemental indenture on behalf of the GuarantorGuarantors who are signatories thereto.

Execution and Delivery of Guarantee. To further evidence the Guarantee set forth in Section 12.113.01, the each Guarantor hereby agrees that a notation relating to of such Guarantee, substantially in the form attached hereto as Annex Aincluded in Exhibit E hereto, shall be endorsed on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee after such Guarantee is executed and executed by either manual or facsimile signature of an officer Officer of Boardwalk GPeach Guarantor. The Guarantor validity and enforceability of any Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Each of the Guarantors hereby agrees that the its Guarantee set forth in Section 12.1 13.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation relating to the of such Guarantee. If any officer an Officer of Boardwalk GP or any Affiliate, a Guarantor whose signature is on this Indenture or a Note no longer holds that office at the time the Trustee authenticates such Note or at any time thereafter, the such Guarantor's Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the any Guarantee set forth in this Indenture on behalf of the Guarantor.

Execution and Delivery of Guarantee. To further evidence the its Guarantee set forth in Section 12.111.1, each Guarantor agrees that this Indenture or a supplemental indenture in substantially the form of Exhibit C attached hereto shall be executed on behalf of such Guarantor by an Officer of such Guarantor (or, if an Officer is not available, by a board member or director) on behalf of such Guarantor by manual, electronic or facsimile signature. Each Guarantor hereby agrees that a notation relating to such Guarantee, substantially in the form attached hereto as Annex A, shall be endorsed on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee and executed by either manual or facsimile signature of an officer of Boardwalk GP. The Guarantor hereby agrees that the its Guarantee set forth in Section 12.1 11.1 hereof shall remain in full force and effect notwithstanding the absence of the endorsement of any failure to endorse notation of such Guarantee on each Note a notation relating to the GuaranteeNotes. If any officer In case the Officer, board member or director of Boardwalk GP or any Affiliate, such Guarantor whose signature is on this Indenture or a Note supplemental indenture, as applicable, no longer holds that such or any office at the time the Trustee authenticates such Note or at any time thereafterNote, the Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Execution and Delivery of Guarantee. To further evidence the its Guarantee set forth in Section 12.110.01 hereof, the each Guarantor hereby agrees that a notation relating to of such Guarantee, Guarantee substantially in the form attached as Exhibit E1 or Exhibit E2, as applicable, hereto as Annex A, shall will be endorsed by an Officer of xxxx Xxxxantor on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee after the time such Guarantor becomes a Guarantor and that this Indenture will be executed on behalf of such Guarantor by either manual or facsimile signature one of an officer of Boardwalk GPits Officers. The 105 Each Guarantor hereby agrees that the its Guarantee set forth in Section 12.1 shall 10.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Note a notation relating to the of such Guarantee. If any officer of Boardwalk GP or any Affiliate, an Officer whose signature is on this Indenture or a Note on the Guarantee no longer holds that office at the time the Trustee authenticates such the Note or at any time thereafteron which a Guarantee is endorsed, the Guarantee of such Note shall will be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of the Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Execution and Delivery of Guarantee. To further evidence the its Notes Guarantee set forth in Section 12.110.1, the each Notes Guarantor hereby agrees that this Indenture or a notation relating to such Guarantee, supplemental indenture in substantially in the form attached hereto as Annex A, Exhibit B shall be endorsed executed on each Note entitled to the benefits behalf of the Guarantee authenticated and delivered such Notes Guarantor by the Trustee and executed an Officer of such Notes Guarantor (or, if an Officer is not available, by either manual a board member or facsimile signature director or other duly authorized signatory) on behalf of an officer of Boardwalk GPsuch Notes Guarantor. The Each Notes Guarantor hereby agrees that the its Notes Guarantee set forth in Section 12.1 10.1 hereof shall remain in full force and effect notwithstanding the absence of the endorsement of any failure to endorse notation of such Notes Guarantee on each Note a notation relating to the GuaranteeNotes. If any officer In case the Officer, board member or director of Boardwalk GP or any Affiliate, such Notes Guarantor whose signature is on this Indenture or a Note supplemental indenture, as applicable, no longer holds that office at the time the Trustee authenticates such Note or at any time thereafterNote, the Notes Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Notes Guarantee set forth in this Indenture on behalf of the GuarantorNotes Guarantors.

Execution and Delivery of Guarantee. To further evidence the Guarantee its guarantee set forth in Section 12.110.01 hereof, the each Guarantor hereby agrees that a notation relating to of such Guarantee, guarantee in substantially in the form included in Exhibit E attached hereto as Annex A, shall be endorsed by an Officer of such Guarantor on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by either manual its President or facsimile signature one of an officer of Boardwalk GPits Vice Presidents. The Each Guarantor hereby agrees that the Guarantee its guarantee set forth in Section 12.1 10.01 hereof shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation relating to the Guaranteeof such guarantee. If any officer of Boardwalk GP or any Affiliate, an Officer whose signature is on this Indenture or a Note on the guarantee no longer holds that office at the time the Trustee authenticates such the Note or at any time thereafteron which a guarantee is endorsed, the Guarantee of such Note guarantee shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantee guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Execution and Delivery of Guarantee. To further evidence the Guarantee set forth in Section 12.111.01, the each Guarantor hereby agrees that to execute and deliver to the Trustee a notation relating to such Guarantee, Guarantee in substantially in the form attached hereto as Annex A, of Exhibit G hereto. Such Guarantee shall be endorsed executed on behalf of each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee and executed Guarantor by either manual or facsimile signature of an officer or agent of Boardwalk GPeach Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The Guarantor hereby agrees validity and enforceability of any Guarantee shall not be affected by the fact that the Guarantee set forth in Section 12.1 shall remain in full force and effect notwithstanding it is not affixed to any failure to endorse on each Note a notation relating to the Guaranteeor Notes. If any an officer or agent of Boardwalk GP or any Affiliate, a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates a Note to which such Note Guarantee relates or at any time thereafter, the such Guarantor’s Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the any Guarantee set forth in this Indenture on behalf of the each Guarantor.

Execution and Delivery of Guarantee. To further evidence the Guarantee set forth in Section 12.110.1, the each Guarantor hereby agrees that to execute and deliver to the Trustee a notation relating to such Guarantee, Guarantee in substantially in the form attached hereto as Annex A, of Exhibit F hereto. Such Guarantee shall be endorsed executed on behalf of each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee and executed Guarantor by either manual or facsimile signature of an officer two Officers of Boardwalk GPeach Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The Guarantor hereby agrees validity and enforceability of any Guarantee shall not be affected by the fact that the Guarantee set forth in Section 12.1 shall remain in full force and effect notwithstanding it is not affixed to any failure to endorse on each Note a notation relating to the Guaranteeor Notes. If any officer an Officer of Boardwalk GP or any Affiliate, a Guarantor whose signature is on this Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Note Guarantee is endorsed or at any time thereafter, the such Guarantor's Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the any Guarantee set forth in this Indenture on behalf of the each Guarantor.

Execution and Delivery of Guarantee. To further evidence the Guarantee and its obligations thereunder as set forth in Section 12.1, each of the Guarantor hereby Guarantors agrees that a notation relating to of such Guarantee, Guarantee substantially in the form attached annexed hereto as Annex A, Exhibit B shall be endorsed on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee Trustee, and that this Indenture (or a supplement hereto) shall be executed on behalf of such Guarantor by either manual two Officers or facsimile signature an Officer and an Assistant Secretary of an officer such Guarantor. Each of Boardwalk GP. The Guarantor hereby the Guarantors agrees that the Guarantee and its obligations thereunder as set forth in Section 12.1 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Note a notation relating to the of such Guarantee. If any officer of Boardwalk GP or any Affiliate, an Officer whose facsimile signature is on this Indenture or a Note no longer holds that office at the time the Trustee authenticates such the Note or at any time thereafteron which the Guarantee is endorsed, the Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Execution and Delivery of Guarantee. To further evidence the Guarantee set forth in Section 12.110.1 hereof, the Guarantor hereby Solectron agrees that a notation relating to such Guarantee, of the Guarantee substantially in the form attached included in Exhibit A hereto as Annex A, shall be endorsed by an officer of Solectron on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee and executed by either manual or facsimile signature of an officer of Boardwalk GPTrustee. The Guarantor hereby Notwithstanding the foregoing, Solectron agrees that the Guarantee set forth in Section 12.1 this Article X shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Note a notation relating to of the Guarantee. If any officer of Boardwalk GP or any Affiliate, an Officer whose facsimile signature is on this Indenture a Note or a Note notation of Guarantee no longer holds that office at the time the Trustee authenticates such the Note or at any time thereafteron which the Guarantee are endorsed, the Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantee set forth in this Indenture on behalf of the GuarantorSolectron.

Execution and Delivery of Guarantee. To further evidence the its Note Guarantee set forth in Section 12.110.01, the each Guarantor hereby agrees that a notation relating to this Indenture will be entered into on behalf of such Guarantee, substantially in the form attached hereto as Annex A, shall be endorsed on each Note entitled to the benefits Guarantor by an Officer of the Guarantee authenticated and delivered by the Trustee and executed by either manual or facsimile signature of an officer of Boardwalk GPsuch Guarantor. The Each Guarantor hereby agrees that the its Note Guarantee set forth in Section 12.1 shall 10.01 will remain in full force and effect notwithstanding any failure to endorse on each Note a notation relating to the of such Note Guarantee. If any officer of Boardwalk GP or any Affiliate, an Officer whose signature is on this Indenture or a on the Note Guarantee no longer holds that office at the time the Trustee authenticates such the Note. the Note or at any time thereafter, the Guarantee of such Note shall will be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of the Note Guarantee set forth in this Indenture on behalf of the Guarantors. The Company hereby agrees that it will cause each Person that becomes obligated to provide a Note Guarantee pursuant to Section 4.20 hereof to execute a supplemental indenture in substantially the form set forth in Exhibit E, pursuant to which such Person provides the Note Guarantee set forth in this Article 10 and otherwise assumes the obligations and accepts the rights of a Guarantor under this Indenture, in each case with the same effect and to the same extent as if such Person had been named herein as a Guarantor.

Execution and Delivery of Guarantee. To further evidence the Each Guarantor hereby agrees that its Note Guarantee set forth in Section 12.1, the Guarantor hereby agrees that a notation relating to such Guarantee, substantially in the form attached hereto as Annex A, shall be endorsed on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee and executed by either manual or facsimile signature of an officer of Boardwalk GP. The Guarantor hereby agrees that the Guarantee set forth in Section 12.1 shall 9.01 hereof will remain in full force and effect notwithstanding the absence of the endorsement of any failure to endorse on each notation of such Note a notation relating to the Guarantee. If any officer of Boardwalk GP or any Affiliate, an Officer whose signature is on this Indenture or a Note no longer holds that office at the time the Trustee authenticates such Note or at any time thereafterthe Securities of a series, the Note Guarantee of such Note shall Securities will be valid nevertheless. Upon execution of a supplemental indenture to this Indenture by a new Guarantor substantially in the form reasonably satisfactory to the Trustee, the Note Guarantee of such Guarantor set forth in this Indenture shall be deemed duly delivered, without any further action by any Person, on behalf of such Guarantor. The delivery of any Note Security of a series by the Trustee, after the authentication thereof hereunder, shall will constitute due delivery of the Note Guarantee set forth in this Indenture or any supplemental indenture on behalf of the GuarantorGuarantors who are signatories thereto.

Execution and Delivery of Guarantee. To further evidence the its Guarantee set forth in Section 12.110.01, each of the Guarantor hereby Subsidiary Guarantors agrees that a notation relating to of such Guarantee, Guarantee substantially in the form attached hereto as Annex A, shall of the notation to be endorsed included on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee as set forth in Exhibit E shall be endorsed and that this Indenture shall be executed on behalf of such Subsidiary Guarantor by either manual or facsimile signature a duly authorized officer. Each of an officer of Boardwalk GP. The Guarantor hereby the Subsidiary Guarantors agrees that the its Guarantee set forth in Section 12.1 10.01 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Note a notation relating to the of such Guarantee. If any officer of Boardwalk GP or any Affiliate, an Officer whose facsimile signature is on this Indenture or a Note no longer holds that office at the time the Trustee authenticates such the Note or at any time thereafteron which a Guarantee is endorsed, the Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantee set forth in this Indenture on behalf of the GuarantorSubsidiary Guarantors.

Execution and Delivery of Guarantee. To further evidence the Guarantee set forth in Section 12.12.01, the each Guarantor hereby agrees that to execute and deliver to the Trustee a notation relating to such Guarantee, Guarantee in substantially in the form attached hereto as Annex A, of Exhibit A hereto. Such Guarantee shall be endorsed executed on behalf of each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee and executed Guarantor by either manual or facsimile signature of an officer two Officers of Boardwalk GPeach Guarantor, each of whom, in each case, shall have been duly authorized to so execute by all requisite corporate action. The Guarantor hereby agrees validity and enforceability of any Guarantee shall not be affected by the fact that the Guarantee set forth in Section 12.1 shall remain in full force and effect notwithstanding it is not affixed to any failure to endorse on each Note a notation relating to the Guaranteeor Notes. If any officer an Officer of Boardwalk GP or any Affiliate, a Guarantor whose signature is on the Indenture, this Supplemental Indenture or a Note Guarantee no longer holds that office at the time the Trustee authenticates the Note on which such Note Guarantee is endorsed or at any time thereafter, the such Guarantor's Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the any Guarantee set forth in this Supplemental Indenture on behalf of the each Guarantor.

Execution and Delivery of Guarantee. To further evidence the its Guarantee set forth in Section 12.110.01, the each Guarantor hereby agrees that this Indenture or a notation relating to such Guarantee, supplemental indenture in substantially in the form attached hereto as Annex A, Exhibit B shall be endorsed signed on each Note entitled to the benefits behalf of the Guarantee authenticated and delivered such Guarantor by the Trustee and executed an Officer of such Guarantor (or, if an Officer is not available, by either manual a board member or director) on behalf of such Guarantor by manual, facsimile signature of an officer of Boardwalk GPor other electronic signature. The Each Guarantor hereby agrees that the its Guarantee set forth in Section 12.1 10.01 shall remain in full force and effect notwithstanding the absence of the endorsement of any failure to endorse notation of such Guarantee on each Note a notation relating to the GuaranteeNotes. If any officer In case the Officer, board member or director of Boardwalk GP or any Affiliate, such Guarantor whose signature is on this Indenture or a Note supplemental indenture, as applicable, no longer holds that such or an office at the time the Trustee authenticates such Note or at any time thereafterNote, the Guarantee of such Note shall be valid neverthelessnonetheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Execution and Delivery of Guarantee. To further evidence the its Guarantee set forth in Section 12.110.1, the each Guarantor hereby agrees that this Indenture or a notation relating to such Guarantee, supplemental indenture in substantially in the form attached hereto as Annex A, Exhibit B shall be endorsed executed on each Note entitled to the benefits behalf of the Guarantee authenticated and delivered such Guarantor by the Trustee and executed by either manual or facsimile signature an Officer of such Guarantor (or, if an officer is not available, by a board member or director or other duly authorized signatory) on behalf of Boardwalk GPsuch Guarantor. The Each Guarantor hereby agrees that the its Guarantee set forth in Section 12.1 10.1 hereof shall remain in full force and effect notwithstanding the absence of the endorsement of any failure to endorse notation of such Guarantee on each Note a notation relating to the GuaranteeNotes. If any officer In case the Officer, board member or director of Boardwalk GP or any Affiliate, such Guarantor whose signature is on this Indenture or a Note supplemental indenture, as applicable, no longer holds that office at the time the Trustee authenticates such Note or at any time thereafterNote, the Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.

Execution and Delivery of Guarantee. To further evidence the Guarantee and its obligations thereunder as set forth in Section 12.113.1, each of the Guarantor hereby Guarantors agrees that a notation relating to of such Guarantee, Guarantee substantially in the form attached annexed hereto as Annex A, Exhibit B shall be endorsed on each Note entitled to the benefits of the Guarantee authenticated and delivered by the Trustee Trustee, and that this Indenture (or a supplement hereto) shall be executed on behalf of such Guarantor by either manual two Officers or facsimile signature an Officer and an Assistant Secretary of an officer such Guarantor. Each of Boardwalk GP. The Guarantor hereby the Guarantors agrees that the Guarantee and its obligations thereunder as set forth in Section 12.1 13.1 shall remain in full force and effect and apply to all the Notes notwithstanding any failure to endorse on each Note a notation relating to the of such Guarantee. If any officer of Boardwalk GP or any Affiliate, an Officer whose facsimile signature is on this Indenture or a Note no longer holds that office at the time the Trustee authenticates such the Note or at any time thereafteron which the Guarantee is endorsed, the Guarantee of such Note shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantee set forth in this Indenture on behalf of the GuarantorGuarantors.