Common use of Execution and Delivery of Guaranty Clause in Contracts

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in Exhibit D shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by an Officer. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty no longer holds that office at the time the Trustee authenticates the Note on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary.

Appears in 2 contracts

Samples: Senior Note (Ryman Hospitality Properties, Inc.), Senior Note (Ryman Hospitality Properties, Inc.)

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in Exhibit D shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by an Officer . .Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Guaranty . .If an Officer whose signature is on this Indenture or on the Guaranty no longer holds that office at the time the Trustee authenticates the Note on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless . .The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors . .In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary.

Appears in 2 contracts

Samples: Senior Note (Ryman Hospitality Properties, Inc.), Senior Note (Ryman Hospitality Properties, Inc.)

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 13.2, each Guarantor hereby agrees that a notation of such the Guaranty substantially in the form included in annexed hereto as Exhibit D B shall be endorsed by an Officer of such Guarantor on each Note Security authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such the Guarantor by two Officers or an Officer Officer and an Assistant Secretary by manual or facsimile signature. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 13.2 shall remain in full force and effect and apply to all the Securities notwithstanding any failure to endorse on each Note Security a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty a Security no longer holds that office at the time the Trustee authenticates the Note Security on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of that the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary Guarantor.

Appears in 2 contracts

Samples: Capital Gaming International Inc /Nj/, Capital Gaming International Inc /Nj/

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 8.1, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in Exhibit D B shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by an Officer. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 8.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty no longer holds that office at the time the Trustee authenticates the Note on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors . In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary .

Appears in 2 contracts

Samples: First Supplemental Indenture (Sabra Health Care REIT, Inc.), Supplemental Indenture (Sabra Health Care REIT, Inc.)

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guaranty in substantially in the form included in Exhibit D E attached hereto shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by an Officer its President or one of its Vice Presidents (or equivalent senior officer if such titles are not applicable). Such endorsement and execution may be effected pursuant to a valid power of attorney. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 shall remain in full force and effect effect, notwithstanding any failure to endorse on each Note a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty Guaranty, as applicable, no longer holds that office at the time the Trustee authenticates the Note on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, The Parent and the Issuers Guarantor hereby agrees that it shall cause each Restricted Subsidiary Person that is required becomes obligated to become provide a Subsidiary Guarantor Guaranty pursuant to Section 4.14, and each Subsidiary of Parent that the Parent 4.17 or the Issuers cause Section 4.19 to become execute a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise supplemental indenture in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary pursuant to which such Person provides the Guaranty on substantially the terms set forth in this Article X. Concurrently therewith 10 and otherwise assumes the obligations and accepts the rights of a Guarantor under this Indenture, in each case with the Issuers shall deliver same effect and to the Trustee an Opinion same extent as if such Person had been named herein as a Guarantor. The Parent Guarantor also hereby agrees to cause each such new Guarantor to evidence its Guaranty by endorsing a notation of Counsel such Guaranty on each Note as provided in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary this Section 10.03.

Appears in 1 contract

Samples: Senior Note (Novelis Inc.)

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in Exhibit D shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by an Officer. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty no longer holds that office at the time the Trustee authenticates the Note on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers ESH REIT shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent ESH REIT that the Parent or the Issuers cause ESH REIT causes to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, Indenture evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers ESH REIT shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary.

Appears in 1 contract

Samples: Senior Note (ESH Hospitality, Inc.)

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01, each of Parent and any Subsidiary Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in as Exhibit D B shall be endorsed by an Officer a duly authorized officer of such Guarantor entity on each Note Security authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of each such Guarantor entity by an Officer one of its duly authorized officers. Each of Parent and any Subsidiary Guarantor hereby agrees that its Guaranty set forth in Section 10.01 and 10.02, respectively, shall remain in full force and effect notwithstanding any failure to endorse on each Note Security a notation of such Guaranty. If an Officer the duly authorized officers of Parent and any Subsidiary Guarantor whose signature is signatures appear on this Indenture or on the their respective Guaranty no longer holds that office hold their offices at the time the Trustee authenticates the Note Security on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless . The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary .

Appears in 1 contract

Samples: Warner Chilcott PLC

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 10.1, each Guarantor hereby of the Guarantors agrees that a notation of such Guaranty substantially in the form included contained in the form of Security attached as Exhibit D A hereto shall be endorsed and executed by an Officer two (2) Officers of such each Guarantor on each Note Security authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by an Officer. Each Guarantor hereby of the Guarantors agrees that its Guaranty set forth in Section 10.01 1 0.1 shall remain in full fun force and effect and apply to all outstanding Securities notwithstanding any failure to endorse on each Note Security a notation of such Guaranty. If an Officer of a Guarantor whose facsimile signature is on this Indenture a Security or on the Guaranty no longer holds that office at the time the Trustee authenticates the Note Security on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors . In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary .

Appears in 1 contract

Samples: Town & Country Corp

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 11.01 hereof, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in attached as Exhibit D shall E hereto will be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee and that this Indenture shall will be executed on behalf of such Guarantor by an Officer one of its Officers. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 shall 11.01 hereof will remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty no longer holds that office at the time the Trustee authenticates the Note on which a Guaranty is endorsed, the Guaranty 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 Guaranty set forth in this Indenture on behalf of the Guarantors . In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary .

Appears in 1 contract

Samples: Sweetheart Holdings Inc \De\

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 11.01, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in Exhibit D E shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by an Officer its President or one of its Vice Presidents. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 11.01 shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty no longer holds that office at the time the Trustee authenticates the Note on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition the event that the Company creates or acquires any new Subsidiaries subsequent to the date of this Indenture, Parent and if required by Section 4.17 hereof, the Issuers Company shall cause each Restricted Subsidiary that is required such Subsidiaries to become a Subsidiary Guarantor pursuant execute supplemental indentures to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental this Indenture substantially in the form set forth of Exhibit F hereto and Guaranties in Exhibit E to accordance with Section 4.17 hereof and this Indenture Article 11, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary. extent applicable. 83

Appears in 1 contract

Samples: Mark I Molded Plastics of Tennessee Inc

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 11.1, each Subsidiary Guarantor hereby agrees that a notation of such Guaranty substantially in the form included set forth in Exhibit D Section 11.1 hereof shall be endorsed by an Officer of such Guarantor on each Note Security authenticated and delivered by the Trustee and that this Indenture such endorsement shall be executed on behalf of such the Subsidiary Guarantor by an Officer Officer or a holder of a power of attorney authorized to execute the Guaranty by manual or facsimile signature. Each Subsidiary Guarantor hereby agrees that its Guaranty set forth in Section 10.01 11.1 shall remain in full force and effect and apply to all the Securities notwithstanding any failure to endorse on each Note Security a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty a Security no longer holds that office at the time the Trustee authenticates the Note Security on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary Guarantor.

Appears in 1 contract

Samples: Cone Mills Corp

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 11.1, each Subsidiary Guarantor hereby agrees that a notation of such Guaranty substantially in the form included set forth in Exhibit D Section 2.1 hereof shall be endorsed by an Officer of such Guarantor on each Note Security authenticated and delivered by the Trustee and that this Indenture such endorsement shall be executed on behalf of such the Subsidiary Guarantor by an Officer Officer or a holder of a power of attorney authorized to execute the Guaranty by manual or facsimile signature. Each Subsidiary Guarantor hereby agrees that its Guaranty set forth in Section 10.01 11.1 shall remain in full force and effect and apply to all the Securities notwithstanding any failure to endorse on each Note Security a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty a Security no longer holds that office at the time the Trustee authenticates the Note Security on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary Guarantor.

Appears in 1 contract

Samples: Cone Mills Corp

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 12.1, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in Exhibit D shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by an Officer its President, Chief Financial Officer or one of its Vice Presidents. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 12.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty no longer holds that office at the time the Trustee authenticates the Note on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent event that the Parent Company creates or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver acquires any new Subsidiaries subsequent to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to date of this Indenture, or otherwise if required by Section 4.16 hereof, the Company shall cause such Subsidiaries to execute supplemental indentures to this Indenture and Guaranty in form accordance with Section 4.16 hereof and substance reasonably satisfactory this Article 12, to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary extent applicable.

Appears in 1 contract

Samples: Switzerland County Development Corp

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 13.1, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in annexed hereto as Exhibit D B shall be endorsed by an Officer of such Guarantor on each Note Security authenticated and delivered by the Trustee and that this Indenture indenture shall be executed on behalf of such Guarantor by two Officers or an Officer Officer and an Assistant Secretary by manual or facsimile signature. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 section 13.1 shall remain in full force and effect and apply to all the Securities notwithstanding any failure to endorse on each Note Security a notation of such Guaranty. If an Officer officer whose signature is on this Indenture or on the Guaranty a Security no longer holds that office at the time the Trustee authenticates the Note Security on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary Guarantor.

Appears in 1 contract

Samples: Hammond Residential LLC

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 13.1, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in annexed hereto as Exhibit D C shall be endorsed by an Officer of such Guarantor on each Note Security authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by two officers or an Officer officer and an Assistant Secretary by manual or facsimile signature. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 13.1 shall remain in full force and effect and apply to all the Securities notwithstanding any failure to endorse on each Note Security a notation of such Guaranty. If an Officer officer whose signature is on this Indenture or on the Guaranty a Security no longer holds that office at the time the Trustee authenticates the Note Security on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary Guarantor.

Appears in 1 contract

Samples: Amended and Restated Indenture (Elsinore Corp)

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 13.1, each Guarantor hereby agrees that to execute a notation of such Guaranty substantially in the form included in annexed hereto as Exhibit D shall be endorsed by an Officer of such Guarantor on each Note authenticated and delivered by the Trustee B and that this Indenture shall be executed on behalf of such Guarantor by two Officers or an Officer Officer and an Assistant Secretary by manual or facsimile signature. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 13.1 shall remain in full force and effect and apply to all the Securities notwithstanding any failure to endorse on each Note Security a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty a Security no longer holds that office at the time the Trustee authenticates the Note on Security to which a Guaranty is endorsed relates, the Guaranty shall be valid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary Guarantor.

Appears in 1 contract

Samples: Mortgage Note (Trump Communications LLC)

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 13.2, each Guarantor hereby agrees that a notation of such the Guaranty substantially in the form included in annexed hereto as Exhibit D E shall be endorsed by an Officer of such Guarantor on each Note Security authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such the Guarantor by two Officers or an Officer Officer and an Assistant Secretary by manual or facsimile signature. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 13.2 shall remain in full force and effect and apply to all the Securities notwithstanding any failure to endorse on each Note Security a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty a Security no longer holds that office at the time the Trustee authenticates the Note Security on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note Security by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of that the Guaranty set forth in this Indenture on behalf of the Guarantors. In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary Guarantor.

Appears in 1 contract

Samples: Capital Gaming International Inc /Nj/

Execution and Delivery of Guaranty. To evidence its Guaranty set forth in Section 10.01 8.1, each Guarantor hereby agrees that a notation of such Guaranty substantially in the form included in Exhibit D B shall be endorsed by an Officer of such Guarantor or an Officer of any Person acting in its capacity as the general partner of such Guarantor, as applicable, on each Note authenticated and delivered by the Trustee and that this Indenture shall be executed on behalf of such Guarantor by an Officer Officer or an Officer of any Person acting in its capacity as the general partner of such Guarantor, as applicable. Each Guarantor hereby agrees that its Guaranty set forth in Section 10.01 8.1 shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Guaranty. If an Officer whose signature is on this Indenture or on the Guaranty no longer holds that office at the time the Trustee authenticates the Note on which a Guaranty is endorsed, the Guaranty shall be valid nevertheless. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guaranty set forth in this Indenture on behalf of the Guarantors . In addition, Parent and the Issuers shall cause each Restricted Subsidiary that is required to become a Subsidiary Guarantor pursuant to Section 4.14, and each Subsidiary of Parent that the Parent or the Issuers cause to become a Subsidiary Guarantor pursuant to Section 4.14, to promptly execute and deliver to the Trustee a Supplemental Indenture substantially in the form set forth in Exhibit E to this Indenture, or otherwise in form and substance reasonably satisfactory to the Trustee, evidencing its Subsidiary Guaranty on substantially the terms set forth in this Article X. Concurrently therewith, the Issuers shall deliver to the Trustee an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee to the effect that such Supplemental Indenture has been duly authorized, executed and delivered by such Restricted Subsidiary .

Appears in 1 contract

Samples: Supplemental Indenture (Sabra Health Care REIT, Inc.)