Common use of Guarantees and Other Liabilities Clause in Contracts

Guarantees and Other Liabilities. Purchase or repurchase (or agree, contingently or otherwise, so to do) the Indebtedness of, or assume, guarantee (directly or indirectly or by an instrument having the effect of assuring another's payment or performance of any obligation or capability of so doing, or otherwise), endorse or otherwise become liable, directly or indirectly, in connection with the obligations, stock or dividends of any Person, or permit any Foreign Subsidiary to do any of the foregoing, except: (i) for any guaranty of Indebtedness or other obligations of the Borrower or any Guarantor if such person could have incurred such Indebtedness or obligations under this Agreement; (ii) by endorsement of negotiable instruments for deposit or collection in the ordinary course of business; (iii) to the extent in existence on the Filing Date; (iv) for any guaranty not for borrowed money in the ordinary course of business of the Domestic Entities and Global Entities; (v) renewals of guaranties by Domestic Entities and Foreign Subsidiaries of the obligations of Foreign Subsidiaries, if such guaranties were in existence on the Filing Date; and (vi) Standard Securitization Undertakings in connection with a Qualified Receivables Transaction.

Appears in 2 contracts

Samples: And Guaranty Agreement (Tower Automotive Inc), Tower Automotive Inc

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Guarantees and Other Liabilities. Purchase or repurchase (or agree, contingently or otherwise, so to do) the Indebtedness of, or assume, guarantee (directly or indirectly or by an instrument having the effect of assuring another's ’s payment or performance of any obligation or capability of so doing, or otherwise), endorse or otherwise become liable, directly or indirectly, in connection with for the obligations, stock or dividends of any Person, or permit any Foreign Subsidiary to do any of the foregoing, except: except (i) for any guaranty of Indebtedness or other obligations (or otherwise becoming liable for any of the Borrower or obligations) of any Guarantor of the Borrowers in the ordinary course of business and consistent with the past business practices with trade vendors if such person could have incurred such Indebtedness or the obligations under are permitted by this Agreement; , (ii) by endorsement of negotiable instruments for deposit or collection in the ordinary course of business; and (iii) as otherwise agreed in writing by the Administrative Agent. Notwithstanding anything in this Section 6.6 to the extent in existence on contrary, the Filing Date; (iv) for any guaranty not for borrowed money in the ordinary course of business of the Domestic Entities and Global Entities; (v) renewals of guaranties by Domestic Entities and Non-Debtor Foreign Subsidiaries shall be permitted to purchase or repurchase (or agree, contingently or otherwise, so to do) the Indebtedness of, or assume, guarantee (directly or indirectly or by an instrument having the effect of assuring another’s payment or performance of any obligation or capability of so doing, or otherwise), endorse or otherwise become liable, directly or indirectly, for the obligations obligations, stock or dividends of another Non-Debtor Foreign SubsidiariesSubsidiary, if such in an aggregate amount not in excess of $50,000,000 at any time outstanding. Such guaranties were in existence on the Filing Date; and (vi) Standard Securitization Undertakings shall be provided in connection with a Qualified Receivables Transactionthird party financing needs or for such other purposes as may be consistent with past practice.

Appears in 1 contract

Samples: Loan and Guaranty Agreement (Federal Mogul Corp)

Guarantees and Other Liabilities. Purchase or repurchase (or agree, contingently or otherwise, so to do) the Indebtedness of, or assume, guarantee (directly or indirectly or by an instrument having the effect of assuring another's payment or performance of any obligation or capability of so doing, or otherwise), endorse or otherwise become liable, directly or indirectly, in connection with the obligations, stock or dividends of any Person, or permit any Foreign Subsidiary so to do any of do, or apply to the foregoingBankruptcy Court for authority so to do, except: except (i) for any guaranty of Indebtedness or other obligations of the any Borrower or any Guarantor if such person the guarantor could have incurred such Indebtedness or obligations under this Agreement; , (ii) by endorsement of negotiable instruments for deposit or collection in the ordinary course of business; , and (iii) for the indemnification (pursuant to the extent terms of an indemnity agreement or agreements reasonably acceptable to the Agent) of the directors of the Foreign Subsidiaries, in an amount not to exceed $500,000 in the aggregate, for legal and professional fees and settlement costs directly incurred by such directors in connection with any litigation threatened or commenced against or liability incurred by such directors in respect of "trading while insolvent" claims (it being understood that such indemnities shall be senior to the Carve-Out and Liens and claims in favor of the Agent, the Banks and the Existing Lenders, and the Primed Vendors, and the current payment of which shall be permitted notwithstanding the existence on the Filing Date; of an Event of Default) and (iv) for any guaranty not for borrowed money in the ordinary course of business of the Domestic Entities and Global Entities; (v) renewals of guaranties by Domestic Entities and Foreign Subsidiaries of the obligations of Foreign Subsidiaries, if such guaranties were in existence on the Filing Date; and (vi) Standard Securitization Undertakings in connection with a Qualified Receivables Transactionas permitted under this Agreement.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Alliance Entertainment Corp)

Guarantees and Other Liabilities. Purchase or repurchase (or agree, contingently or otherwise, so to do) the Indebtedness of, or assume, guarantee (directly or indirectly or by an instrument having the effect of assuring another's ’s payment or performance of any obligation or capability of so doing, or otherwise), endorse or otherwise become liable, directly or indirectly, in connection with the obligations, stock or dividends of any Person, or permit any Foreign Subsidiary to do any of the foregoing, except: except (ia) for any guaranty of Indebtedness or other obligations of the Borrower or any Guarantor if the Borrower or such person Guarantor could have incurred such Indebtedness or obligations under this Agreement; , (iib) by endorsement of negotiable instruments for deposit or collection in the ordinary course of business; , (iiic) to the extent in existence on the Filing Closing Date; , (ivd) for any guaranty of Indebtedness of joint ventures of the Borrower and the Guarantors to the extent permitted by Section 6.10(i), (e) any other guaranty by the Borrower and the Guarantors in an aggregate amount not to exceed $25,000,000 at any time, (f) for borrowed money any guaranty of Indebtedness or other obligations by the Borrower or any Guarantor of a Subsidiary which is not a Guarantor, to the extent permitted by Section 6.10(w); and (g) guarantees or indemnities in the nature of a guarantee provided in connection with leases, fuel consortiums and, where necessary to comply with International Air Transport Association (IATA) standards, contracts with a foreign entity where performance takes place outside the United States, that are unsecured and in the ordinary course of business of the Domestic Entities and Global Entities; (v) renewals of guaranties by Domestic Entities and Foreign Subsidiaries of the obligations of Foreign Subsidiaries, if such guaranties were in existence on the Filing Date; and (vi) Standard Securitization Undertakings in connection with a Qualified Receivables Transactionbusiness.

Appears in 1 contract

Samples: Loan and Guaranty Agreement (Ual Corp /De/)

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Guarantees and Other Liabilities. Purchase or repurchase (or agree, contingently or otherwise, so to do) the Indebtedness of, or assume, guarantee (directly or indirectly or by an instrument having the effect of assuring another's ’s payment or performance of any obligation or capability of so doing, or otherwise), endorse or otherwise become liable, directly or indirectly, in connection with the obligations, stock or dividends of any other Person, or permit any Foreign Subsidiary to do any of the foregoing, except: except (ia) for any guaranty of Indebtedness or other obligations of the Borrower or any Guarantor if the Borrower or such person Guarantor could have incurred such Indebtedness or obligations under this Agreement; , (iib) by endorsement of negotiable instruments for deposit or collection in the ordinary course of business; , (iiic) to the extent in existence on the Filing Closing Date; , (ivd) for any guaranty of Indebtedness of joint ventures of the Borrower and the Guarantors to the extent permitted by Section 6.10(i), (e) any other guaranty by the Borrower and the Guarantors in an aggregate amount not to exceed $25,000,000 at any time, (f) for borrowed money any guaranty of Indebtedness or other obligations by the Borrower or any Guarantor of a Subsidiary which is not a Guarantor, to the extent permitted by Section 6.10(u); and (g) guarantees or indemnities in the nature of a guarantee provided in connection with leases, fuel consortiums and, where necessary to comply with International Air Transport Association (IATA) standards, contracts with a foreign entity where performance takes place outside the United States, in the ordinary course of business of the Domestic Entities and Global Entities; (v) renewals of guaranties by Domestic Entities and Foreign Subsidiaries of the obligations of Foreign Subsidiaries, if such guaranties were in existence on the Filing Date; and (vi) Standard Securitization Undertakings in connection with a Qualified Receivables Transactionbusiness.

Appears in 1 contract

Samples: Loan and Guaranty Agreement (Ual Corp /De/)

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