Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 11 contracts

Sources: Revolving Credit and Security Agreement (Nn Inc), Revolving Credit and Security Agreement (Nn Inc), Revolving Credit, Term Loan, Guaranty and Security Agreement (Dril-Quip Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.10 constitute, and this Section ~~6.15~~ 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 8 contracts

Sources: Credit Agreement (Steel Partners Holdings L.P.), Credit Agreement (Hallador Energy Co), Credit Agreement (Hallador Energy Co)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.13, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.13 constitute, and this Section ~~6.15~~ 8.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 5 contracts

Sources: Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s 's obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 5 contracts

Sources: Revolving Credit and Security Agreement (Great Lakes Dredge & Dock CORP), Revolving Credit, Term Loan and Security Agreement (Ampco Pittsburgh Corp), Revolving Credit and Security Agreement (Great Lakes Dredge & Dock CORP)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 9.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~9.1.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 9.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 9.1.10 constitute, and this Section ~~6.15~~ 9.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 5 contracts

Sources: Credit Agreement (Mastech Digital, Inc.), Credit Agreement (Mastech Digital, Inc.), Credit Agreement (Mastech Digital, Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Secured Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Secured Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 5.21 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~5.21, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 5.21 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 5.21 constitute, and this Section ~~6.15~~ 5.21 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II)) of the ~~CEA~~Commodity Exchange Act.

Appears in 5 contracts

Sources: Credit Agreement (Koppers Holdings Inc.), Credit Agreement (Koppers Holdings Inc.), Credit Agreement (Koppers Holdings Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP ~~Loan Party, then~~ Guarantor hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each other Loan Party to honor all of ~~such Non-Qualifying Party’s~~ its obligations under ~~this Agreement or any Other Document~~ the Guarantees in respect of Swap Obligations (provided, however, that each Qualified ECP ~~Loan Party~~ Guarantor shall only be liable under this Section ~~6.15~~ 10.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~10.09, or otherwise under ~~this Agreement or any Other Document~~the Guarantees, as it relates to such Loan Party, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ shall remain in full force and effect until ~~payment in full~~ a Discharge of ~~the Obligations and termination of this Agreement and the Other Documents~~Guaranteed Obligations. Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ 10.09 constitute, and this Section ~~6.15~~ 10.09 shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of ~~Section 1a(18)(A)(v)(II~~Section1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act. Limitation on Guarantees by Excluded Subsidiaries. Notwithstanding anything in this Agreement to the contrary, with respect to each of the Borrower and any Additional Borrower that is organized under the law of the United States (or any state thereof) and that is treated as a United States person for U.S. federal income tax purposes, no Excluded Subsidiary of the type specified in clause (b) of the definition thereof with respect to such Applicable Borrower will guarantee the Obligations of such Applicable Borrower.

Appears in 5 contracts

Sources: Credit Agreement (Horizon Therapeutics Public LTD Co), Credit Agreement (Horizon Therapeutics Public LTD Co), Credit Agreement (Horizon Therapeutics Public LTD Co)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.13 shall remain in full force and effect until ~~payment~~ the Payment in ~~full~~ Full of the Obligations and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.13 constitute, and this Section ~~6.15~~ 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower~~ Loan Party and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 5 contracts

Sources: Revolving Credit and Security Agreement (Quantum Corp /De/), Revolving Credit and Security Agreement (Quantum Corp /De/), Revolving Credit and Security Agreement (Quantum Corp /De/)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.13, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.13 constitute, and this Section ~~6.15~~ 8.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 4 contracts

Sources: Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each ~~Non~~non-~~Qualifying~~ Qualified ECP Loan Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), ) and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each other Loan Party in order for such Loan Party to honor ~~all of such Non-Qualifying Party’s~~ its guaranty obligations under this ~~Agreement~~ Agreement, or ~~any Other Document~~ other Loan Documents, in each case, in respect of Swap Obligations of a Loan Party (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 7.1.10 [Keepwell] for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.1.10 [Keepwell], or otherwise under this Agreement or any ~~Other~~ Loan Document, as it relates to such other Loan Parties, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 7.1.10 [Keepwell] shall remain in full force and effect until ~~payment~~ performance in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. ~~Each~~ The Qualified ECP Loan ~~Party intends~~ Parties intend that this Section ~~6.15 constitute~~7.1.10 [Keepwell] constitutes, and this Section ~~6.15~~ 7.1.10 [Keepwell] shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 4 contracts

Sources: Revolving Credit Facility (MSA Safety Inc), Credit Agreement (MSA Safety Inc), Revolving Credit Facility (MSA Safety Inc)

Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 11.07 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~11.07, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 11.07 shall remain in full force and effect until payment in full (or written release and discharge) of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 11.07 constitute, and this Section ~~6.15~~ 11.07 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 4 contracts

Sources: Financing Agreement (Alj Regional Holdings Inc), Financing Agreement (Alj Regional Holdings Inc), Financing Agreement (Alj Regional Holdings Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.18 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.18, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.18 shall remain in full force and effect until ~~payment in full~~ Payment In Full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.18 constitute, and this Section ~~6.15~~ 8.1.18 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 4 contracts

Sources: Credit Agreement (Triumph Group Inc), Credit Agreement (Triumph Group Inc), Credit Agreement (Triumph Group Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP ~~Loan Party, then~~ Guarantor (as defined below) hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each other Loan Party to honor all of ~~such Non-Qualifying Party’s~~ its obligations under this ~~Agreement or any Other Document~~ Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP ~~Loan Party~~ Guarantor shall only be liable under this Section ~~6.15~~ 14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~14, or otherwise under this ~~Agreement or any Other Document~~Guaranty, as it relates to such Loan Party, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ 14 shall remain in full force and effect until ~~payment in full of~~ the ~~Obligations and~~ termination of this ~~Agreement and the Other Documents~~Guaranty in accordance with Section 13. Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ 14 constitute, and this Section ~~6.15~~ 14 shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act. “Qualified ECP Guarantor” means, in respect of any Swap Obligations, each Loan Party that has total assets exceeding $10,000,000 at the time the relevant Guarantee or grant of the relevant security interest becomes effective with respect to such Swap Obligation or such other person as constitutes an “eligible contract participant” under the Commodity Exchange Act or any regulations promulgated thereunder and can cause another person to qualify as an “eligible contract participant” at such time by entering into a keepwell under Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Appears in 4 contracts

Sources: First Lien Credit Agreement (Aleris Corp), First Lien Credit Agreement (EWT Holdings I Corp.), Abl Credit Agreement (GMS Inc.)

Appears in 4 contracts

Sources: Credit Agreement (Vertex, Inc.), Credit Agreement (Hallador Energy Co), Credit Agreement (Hallador Energy Co)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.10 constitute, and this Section ~~6.15~~ 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 4 contracts

Sources: Credit Agreement (K12 Inc), Credit Agreement (Pegasystems Inc), Revolving Credit Facility (Sun Hydraulics Corp)

Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 12.25 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~12.25, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 12.25 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 12.25 constitute, and this Section ~~6.15~~ 12.25 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 4 contracts

Sources: Credit Agreement (Funko, Inc.), Credit Agreement (Funko, Inc.), Credit Agreement (Funko, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.13 shall remain in full force and effect until ~~payment~~ the Payment in ~~full~~ Full of the ~~Obligations~~ Obligations, the termination of the Commitments and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.13 constitute, and this Section ~~6.15~~ 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 4 contracts

Sources: Revolving Credit and Security Agreement (ARKO Corp.), Revolving Credit and Security Agreement (ARKO Corp.), Revolving Credit and Security Agreement (Williams Industrial Services Group Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.10 shall remain in full force and effect until ~~payment in full of~~ the ~~Obligations and termination of this Agreement and the Other Documents~~Facility Termination Date. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.10 constitute, and this Section ~~6.15~~ 8.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 4 contracts

Sources: Credit Agreement (Cadre Holdings, Inc.), Incremental Facility Amendment to Credit Agreement (Cadre Holdings, Inc.), Credit Agreement (Cadre Holdings, Inc.)

Keepwell. ~~If it~~ Each Loan Party that is a Qualified ECP Guarantor at the time the Guaranty or the grant of the security interest under the Loan Documents, in each case, by any Specified Loan Party, ~~then~~ becomes effective with respect to any Swap Obligation, hereby jointly and severally, ~~together with each other Qualified ECP Loan Party~~absolutely, ~~hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support to each Specified Loan Party with respect to such Swap Obligation as may be needed by such Specified Loan Party from time to time ~~by any Non-Qualifying Party~~ to honor all of ~~such Non-Qualifying Party’s~~ its obligations under this Agreement ~~or any Other Document~~ and the other Loan Documents in respect of such Swap ~~Obligations~~ Obligation (provided, however, that each Qualified ECP ~~Loan Party~~ Guarantor shall only be liable under this Section ~~6.15~~ 2.07 for up to the maximum amount of such liability that can be hereby incurred without rendering ~~its~~ such Qualified ECP Guarantor’s obligations under this Section ~~6.15~~2.07, or otherwise under this ~~Agreement or any Other Document~~Agreement, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ shall remain in full force and effect with respect to such Qualified ECP Guarantor until ~~payment in full of~~ the ~~Obligations and~~ termination of this Agreement ~~and~~ or the ~~Other Documents~~release of such Guarantor in accordance with Section 4.13. Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ 2.07 constitute, and this Section ~~6.15~~ 2.07 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of of, each ~~other Borrower and Guarantor~~ Specified Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 3 contracts

Sources: Second Lien Credit Agreement, Second Lien Credit Agreement (TransFirst Inc.), First Lien Credit Agreement (TransFirst Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.14, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.14 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.14 constitute, and this Section ~~6.15~~ 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 3 contracts

Sources: Revolving Credit, Term Loan and Security Agreement (Quality Gold Holdings, Inc.), Revolving Credit and Security Agreement (Invacare Corp), Revolving Credit and Security Agreement (Invacare Corp)

Keepwell. ~~If it is a~~ Each Qualified ECP ~~Loan Party, then~~ Guarantor hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each Specified Loan Party to honor all of ~~such Non-Qualifying Party’s~~ its obligations under this Agreement ~~or any Other Document~~ in respect of Swap Obligations (provided, however, that each Qualified ECP ~~Loan Party~~ Guarantor shall only be liable under this Section ~~6.15~~ 7.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.10, or otherwise under this ~~Agreement or any Other Document~~Agreement, as it relates to such Specified Loan Party, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ 7.10 shall remain in full force and effect until the payment in full in cash of the Secured Obligations (other than (i) contingent obligations for indemnity, expense reimbursement, tax gross-up or yield protection for which no claim has been made and ~~termination of this Agreement and~~ (ii) Secured Obligations under Other Secured Agreements to the ~~Other Documents~~extent not currently due). Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ 7.10 constitute, and this Section ~~6.15~~ 7.10 shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each ~~other Borrower and Guarantor~~ Specified Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 3 contracts

Sources: Credit Agreement (Perspecta Inc.), Credit Agreement (Perspecta Inc.), Credit Agreement (Perspecta Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.11, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable~~ applicable Law, including ~~Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.11 shall remain in full force and effect until ~~payment in full of~~ the ~~Obligations and termination of this Agreement and the Other Documents~~Facility Termination Date. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.11 constitute, and this Section ~~6.15~~ 8.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 3 contracts

Sources: Credit Agreement (TWFG, Inc.), Credit Agreement (TWFG, Inc.), Credit Agreement (TWFG, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.12, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.12 shall remain in full force and effect until ~~payment~~ Payment in ~~full of the Obligations and termination of this Agreement and the Other Documents~~Full. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.12 constitute, and this Section ~~6.15~~ 6.12 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 3 contracts

Sources: Revolving Credit, Term Loan and Security Agreement (B. Riley Financial, Inc.), Revolving Credit, Term Loan and Security Agreement (B. Riley Financial, Inc.), Revolving Credit, Term Loan and Security Agreement (B. Riley Financial, Inc.)

Keepwell. ~~If it is a~~ Each Qualified ~~ECP Loan Party, then~~ Keepwell Provider hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party~~unconditionally, ~~hereby absolutely unconditionally~~ and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each other Loan Party to honor all of ~~such Non-Qualifying Party’s~~ its obligations under this ~~Agreement or any Other Document~~ guarantee in respect of any Swap ~~Obligations~~ Obligation (provided, however, that each Qualified ~~ECP Loan Party~~ Keepwell Provider shall only be liable under this Section ~~6.15~~ 15.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~15.14, or otherwise under this ~~Agreement or any Other Document~~guarantee, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ~~ECP Loan Party~~ Keepwell Provider under this Section ~~6.15~~ 15.14 shall remain in full force and effect until ~~payment~~ all of the Secured Obligations have been indefeasibly paid and performed in full (or with respect to any outstanding Facility LCs, a cash deposit or Supporting Letter of Credit has been delivered to the Collateral Agent as required by the Credit Agreement) and no commitments of the Collateral Agent or the Lenders which would give rise to any Secured Obligations ~~and termination of this Agreement and the Other Documents~~are outstanding. Each Qualified ~~ECP Loan Party~~ Keepwell Provider intends that this Section ~~6.15~~ 15.14 constitute, and this Section ~~6.15~~ 15.14 shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” ~~for~~ or the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of ~~Section~~ section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 3 contracts

Sources: Credit Agreement (Star Group, L.P.), Credit Agreement (Star Group, L.P.), Credit Agreement (Star Group, L.P.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.10 shall remain in full force and effect until ~~payment in full~~ Payment In Full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.10 constitute, and this Section ~~6.15~~ 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 3 contracts

Sources: Credit Agreement (Johnson Outdoors Inc), Credit Agreement (Johnson Outdoors Inc), Credit Agreement (Johnson Outdoors Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.9, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.9 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.9 constitute, and this Section ~~6.15~~ 8.1.9 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 3 contracts

Sources: Credit Agreement (Ii-Vi Inc), Credit Agreement (Gentex Corp), Credit Agreement (Ii-Vi Inc)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, each Loan Party hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De), Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De)

Keepwell. ~~If it is a~~ Each Qualified ECP ~~Loan Party, then~~ Guarantor hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each other Credit Party to honor all of ~~such Non-Qualifying Party’s~~ its obligations under this ~~Agreement or any Other Document~~ Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP ~~Loan Party shall~~ Guarantor will only be liable under this Section ~~6.15~~ 7.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.14, or otherwise under this ~~Agreement or any Other Document~~Guaranty, voidable under ~~Applicable Law, including Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15 shall~~ 7.14 will remain in full force and effect until ~~payment~~ the Obligations have been paid in full and the Revolving Commitments will have terminated, and all Loans or other Obligations hereunder which are accrued and payable have been paid or satisfied and all Letters of Credit will have expired (without any pending drawing) or have been cancelled or cash collateralized in accordance with the ~~Obligations and termination~~ terms of this ~~Agreement and the Other Documents~~Agreement. Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ 7.14 constitute, and this Section ~~6.15 shall~~ 7.14 will be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (Bioventus Inc.), Credit and Guaranty Agreement (Bioventus Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.14, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.14 shall remain in full force and effect until ~~payment in full of~~ the ~~Obligations and termination of this Agreement and the Other Documents~~Termination Date. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.14 constitute, and this Section ~~6.15~~ 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit and Security Agreement and Guaranty (Viant Technology Inc.), Revolving Credit and Security Agreement and Guaranty (Viant Technology Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.14, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.14 shall remain in full force and effect until ~~payment~~ the Payment in ~~full~~ Full of the ~~Obligations~~ Obligations, the termination of the Commitments and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.14 constitute, and this Section ~~6.15~~ 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit and Security Agreement (Perma-Pipe International Holdings, Inc.), Revolving Credit and Security Agreement (Perma-Pipe International Holdings, Inc.)

Keepwell. If The Guarantor and each other Loan Party, if it is a Qualified ECP Loan Party, ~~then~~ jointly and severally~~, together with each other Qualified ECP Loan Party~~, hereby absolutely unconditionally and ~~irrevocably~~ irrevocably: (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), ) and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this ~~Agreement~~ Guaranty or any ~~Other~~ Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this ~~Section 6.15~~ Paragraph 24 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this ~~Section 6.15~~Paragraph 24, or otherwise under this ~~Agreement~~ Guaranty or any ~~Other~~ Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this ~~Section 6.15~~ Paragraph 24 shall remain in full force and effect until payment in full of the Obligations and termination of this ~~Agreement~~ Guaranty and the ~~Other~~ Loan Documents. Each Qualified ECP Loan Party intends that this ~~Section 6.15~~ Paragraph 24 constitute, and this ~~Section 6.15~~ Paragraph 24 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Guaranty (Inland Real Estate Income Trust, Inc.), Guaranty of Payment and Recourse Obligations (Inland Real Estate Income Trust, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.11, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.11 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.11 constitute, and this Section ~~6.15~~ 6.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit and Security Agreement (Green Plains Inc.), Revolving Credit and Security Agreement (Green Plains Inc.)

Keepwell. If (a) Borrower represents that it is a Qualified ECP ~~Loan~~ Credit Party~~, then jointly and severally, together with each other Qualified ECP Loan Party,~~ . Borrower hereby ~~absolutely unconditionally and irrevocably (a)~~ guarantees the ~~prompt~~ payment and performance of all ~~Swap~~ Obligations ~~owing by~~ of each ~~Non-Qualifying~~ Loan Party (~~it being understood~~ other than the Borrower) and ~~agreed that this guarantee is a guaranty of payment~~ absolutely, unconditionally and ~~not of collection), and (b)~~ irrevocably undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each Benefitting Loan Party in order for such Benefitting Loan Party to honor ~~all of such Non-Qualifying Party’s~~ its obligations (without giving effect to Section 9.25(b)) under ~~this~~ the Guaranty Agreement ~~or any Other Document in~~ including obligations with respect of to Swap ~~Obligations~~ Agreements (provided, however, that ~~each Qualified ECP Loan Party~~ Borrower shall only be liable under this Section ~~6.15~~ 9.25(a) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~9.25(a), or otherwise under this Agreement or any ~~Other~~ Loan Document, as it relates to such Benefitting Loan Party, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of ~~each Qualified ECP Loan Party~~ the Borrower under this Section ~~6.15~~ 9.25(a) shall remain in full force and effect until ~~payment~~ all Obligations are paid in full to the Lenders, the Administrative Agent and all Swap Providers, and all of the ~~Obligations and termination of this Agreement and the Other Documents~~Lenders’ Commitments are terminated. ~~Each Qualified ECP Loan Party~~ The Borrower intends that this Section ~~6.15~~ 9.25(a) constitute, and this Section ~~6.15~~ 9.25(a) shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each ~~other Borrower and Guarantor~~ Benefitting Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act. (b) Notwithstanding any other provisions of this Agreement or any other Loan Document, Obligations guaranteed by any Loan Party shall exclude all Excluded Swap Obligations with respect to such Loan Party.

Appears in 2 contracts

Sources: 364 Day Revolving Credit Agreement (Frank's International N.V.), 364 Day Revolving Credit Agreement (Frank's International N.V.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.14, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.14 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.14 constitute, and this Section ~~6.15~~ 8.1.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II)) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (Koppers Holdings Inc.), Credit Agreement (Koppers Holdings Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party~~Party (defined below), ~~then~~ jointly and severally, ~~together with each other Qualified ECP Loan Party~~hereby absolutely, ~~hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any ~~Non-Qualifying~~ other Loan Party hereunder to honor all of such ~~Non-Qualifying~~ Loan Party’s obligations under this Agreement ~~or any Other Document~~ in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 20 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~20, or otherwise under this ~~Agreement or any Other Document~~Agreement, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 20 shall remain in full force and effect until ~~payment in full~~ the earlier of (a) all of the Obligations (excluding contingent obligations as to which no claim has been made) and all other amounts payable under this Agreement shall have been paid in full and all Commitments have terminated or expired or been cancelled, and (b) the release or termination of ~~this Agreement and~~ the ~~Other Documents~~guarantee by such Qualified ECP Loan Party pursuant to Section 17 hereof. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 20 constitute, and this Section ~~6.15~~ 20 shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA.~~Commodity Exchange Act. “Qualified ECP Loan Party” means, in respect of any Swap Obligation, each Loan Party that has total assets exceeding $10,000,000 at the time the relevant Guaranty or grant of the

Appears in 2 contracts

Sources: Revolving Credit Agreement (Uber Technologies, Inc), Revolving Credit Agreement (Uber Technologies, Inc)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.14, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.14 shall remain in full force and effect until payment in full in cash of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.14 constitute, and this Section ~~6.15~~ 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower~~ Loan Party and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit, Term Loan and Security Agreement (A.S.V., LLC), Revolving Credit, Term Loan and Security Agreement (Manitex International, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 10.19 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~10.19, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 10.19 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 10.19 constitute, and this Section ~~6.15~~ 10.17 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each ~~other~~ Borrower and each Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (International Money Express, Inc.), Credit Agreement (Fintech Acquisition Corp. II)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all ~~Swap~~ Secured Hedging Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of ~~Swap~~ Secured Hedging Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.11, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable~~ applicable Law, including ~~Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 7.11 shall remain in full force and effect until ~~payment in full of~~ the ~~Obligations and termination of this Agreement and the Other Documents~~Facility Termination Date. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 7.11 constitute, and this Section ~~6.15~~ 7.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II)) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (Peabody Energy Corp), Credit Agreement (Peabody Energy Corp)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all CEA Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of CEA Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.10, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.10 constitute, and this Section ~~6.15~~ 6.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit and Security Agreement (Keane Group, Inc.), Revolving Credit and Security Agreement (Keane Group, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, each Borrower hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each ~~Non-~~Non- Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De), Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, each Borrower hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De), Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.11, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable~~ applicable Law, including ~~Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.11 shall remain in full force and effect until ~~payment in full of~~ the ~~Obligations and termination of this Agreement and the Other Documents~~Facility Termination Date. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.11 constitute, and this Section ~~6.15~~ 8.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (Richardson Electronics, Ltd.), Credit Agreement (Richardson Electronics, Ltd.)

Keepwell. ~~If it is a~~ Each Qualified ECP ~~Loan Party, then~~ Guarantor hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each other Credit Party to honor all of ~~such Non-Qualifying Party’s~~ its obligations under this ~~Agreement or any Other Document~~ Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP ~~Loan Party shall~~ Guarantor will only be liable under this Section ~~6.15~~ 7.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.14, or otherwise under this ~~Agreement or any Other Document~~Guaranty, voidable under ~~Applicable Law, including Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15 shall~~ 7.14 will remain in full force and effect until ~~payment~~ the Obligations have been paid in full and the Revolving Credit Commitments will have terminated, and all Loans or other Obligations hereunder which are accrued and payable have been paid or satisfied and all Letters of Credit will have expired (without any pending drawing) or have been cancelled or cash collateralized in accordance with the ~~Obligations and termination~~ terms of this ~~Agreement and the Other Documents~~Agreement. Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ 7.14 constitute, and this Section ~~6.15 shall~~ 7.14 will be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (Bioventus Inc.), Credit and Guaranty Agreement (Bioventus Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit and Security Agreement (Virco MFG Corporation), Revolving Credit and Security Agreement (Virco MFG Corporation)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.10 shall remain in full force and effect until ~~payment~~ Payment in ~~full of the Obligations~~ Full and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.10 constitute, and this Section ~~6.15~~ 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement and Security Agreement (Paylocity Holding Corp), Credit Agreement (Paylocity Holding Corp)

Keepwell. ~~If it is a~~ Each Qualified ECP ~~Loan Party, then~~ Guarantor hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each Specified Credit Party to honor all of such ~~Non-Qualifying~~ Specified Credit Party’s obligations under this Agreement ~~or any Other Document~~ and the other Loan Documents in respect of ~~Swap~~ Hedging Obligations (provided, however, that each Qualified ECP ~~Loan Party~~ Guarantor shall only be liable under this Section ~~6.15~~ 2.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15,~~ 2.12 or otherwise under this Agreement ~~or any Other Document,~~ voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ 2.12 shall remain in full force and effect until ~~payment~~ all the Guaranteed Obligations (other than contingent indemnification obligations not yet due and Bank Product Debt) are paid in full (or, in the case of Letters of Credit, cash collateralized in accordance with the terms of the ~~Obligations and termination of this Agreement~~ Credit Agreement) and the ~~Other Documents~~Commitments are terminated. Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ 2.12 constitute, and this Section ~~6.15~~ 2.12 shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each ~~other Borrower and Guarantor~~ Specified Credit Party for all purposes of Section ~~1a(18)(A)(v)(II~~la(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 2 contracts

Sources: Credit Agreement (Blackbaud Inc), Credit Agreement (Blackbaud Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan Party, ~~then~~ jointly and severally, ~~together with each other Qualified ECP Loan Party~~hereby absolutely, ~~hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any ~~Non-Qualifying~~ other Loan Party hereunder to honor all of such ~~Non-Qualifying~~ Loan Party’s obligations under this Agreement ~~or any Other Document~~ in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.11, or otherwise under this ~~Agreement or any Other Document~~Agreement, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 7.11 shall remain in full force and effect for so long as this Agreement shall remain in effect and until ~~payment~~ the Commitments have been terminated and the principal of and premium, if any, and interest on each Loan, all Fees and all other expenses or amounts payable under any Loan Document (including all of the Guaranteed Obligations) shall have been paid in full ~~of the Obligations and termination of this Agreement and the Other Documents~~(other than contingent indemnification obligations). Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 7.11 constitute, and this Section ~~6.15~~ 7.11 shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 2 contracts

Sources: Credit Agreement (Merge Healthcare Inc), Credit Agreement (Merge Healthcare Inc)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each ~~Non-~~Non- Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.13 constitute, and this Section ~~6.15~~ 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit, Term Loan and Security Agreement (Drilling Tools International Corp), Revolving Credit, Security and Guaranty Agreement (ROC Energy Acquisition Corp.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.14 shall remain in full force and effect until ~~payment~~ the Payment in ~~full~~ Full of the ~~Obligations~~ Obligations, the termination of the Commitments and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.13 constitute, and this Section ~~6.15~~ 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA. 6.14.

Appears in 2 contracts

Sources: Revolving Credit and Security Agreement (Ugi Corp /Pa/), Revolving Credit and Security Agreement (Ugi Corp /Pa/)

Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 12.25 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~12.25, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 12.25 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 12.25 constitute, and this Section ~~6.15~~ 12.25 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the ~~CEA~~CEA .

Appears in 2 contracts

Sources: Financing Agreement (Funko, Inc.), Financing Agreement (Funko, Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (subject to the limitations on its Guarantee under its Subsidiary Guaranty and provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.14, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.14 shall remain in full force and effect until ~~payment in full of~~ the ~~Obligations and termination of this Agreement and the Other Documents~~Facility Termination Date. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.14 constitute, and this Section ~~6.15~~ 8.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (Factset Research Systems Inc), Revolving Credit Facility (Factset Research Systems Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.12 [Keepwell] for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.12 [Keepwell], or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.12 [Keepwell] shall remain in full force and effect until ~~payment~~ Payment in ~~full~~ Full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.12 [Keepwell] constitute, and this Section ~~6.15~~ 8.1.12 [Keepwell] shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (Meridian Bioscience Inc), Credit Agreement (Meridian Bioscience Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.12, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.12 shall remain in full force and effect until ~~payment~~ the Payment in ~~full of the Obligations and termination of this Agreement and the Other Documents~~Full. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.12 constitute, and this Section ~~6.15~~ 8.1.12 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (Crocs, Inc.), Credit Agreement (Crocs, Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.9, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.9 shall remain in full force and effect until ~~payment in full~~ Payment In Full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.9 constitute, and this Section ~~6.15~~ 8.1.9 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II)) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (Foster L B Co), Credit Agreement (Foster L B Co)

Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 12.23 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~12.23, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 12.23 shall remain in full force and effect until ~~payment in full~~ Payment In Full (or written release and discharge) of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 12.23 constitute, and this Section ~~6.15~~ 12.23 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 2 contracts

Sources: Financing Agreement (Harvard Bioscience Inc), Financing Agreement (Ezcorp Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and severally, subject to Section 10.18 (if applicable), (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 7.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.1.13, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable~~ applicable Law, including ~~Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 7.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 7.1.13 constitute, and this Section ~~6.15~~ 7.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II)) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (Glatfelter Corp), Credit Agreement (Glatfelter Corp)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.10 [Keepwell] for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.10 [Keepwell], or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.10 [Keepwell] shall remain in full force and effect until ~~payment~~ Payment in ~~full~~ Full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.10 [Keepwell] constitute, and this Section ~~6.15~~ 8.1.10 [Keepwell] shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit Facility (Stoneridge Inc), Credit Agreement (Stoneridge Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.18 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.18, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.18 shall remain in full force and effect until ~~payment in full~~ Payment In Full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.18 constitute, and this Section ~~6.15~~ 8.1.18 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Credit Agreement (Triumph Group Inc), Credit Agreement (Triumph Group Inc)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until ~~payment~~ the Payment in ~~full~~ Full of the Obligations and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit, Term Loan, Guaranty and Security Agreement (Dasan Zhone Solutions Inc), Export Import Revolving Credit, Guaranty and Security Agreement (Dasan Zhone Solutions Inc)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, each Borrower hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, [PHI Group] Revolving Credit, Term Loan and Security Agreement voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 2 contracts

Sources: Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De), Revolving Credit, Term Loan and Security Agreement (PHI Group, Inc./De)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.14, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.14 shall remain in full force and effect until ~~payment~~ the Payment in ~~full~~ Full of the ~~Obligations~~ Obligations, the termination of the Commitments and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.14 constitute, and this Section ~~6.15~~ 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (AutoWeb, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until ~~payment~~ Payment in ~~full~~ Full of the ~~Obligations and termination of this Agreement and the Other Documents~~Obligations. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (Daseke, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.12, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.12 shall remain in full force and effect until ~~payment~~ Payment in ~~full of the Obligations and termination of this Agreement and the Other Documents~~Full. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.12 constitute, and this Section ~~6.15~~ 6.12 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.. 4886‐4763‐4628><v2>< 4033.197>

Appears in 1 contract

Sources: Revolving Credit, Term Loan and Security Agreement (B. Riley Financial, Inc.)

Keepwell. If it a Loan Party is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, such Loan Party hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all ~~Swap Obligations~~ Hedge Liabilities owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of ~~Swap Obligations~~ Hedge Liabilities (~~provided~~provided that, ~~however, that~~ each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 13.8 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~13.8, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable~~ applicable Law, including ~~Applicable Law relating to~~ fraudulent conveyance or fraudulent ~~transfer~~transfer laws, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 13.8 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 13.8 constitute, and this Section ~~6.15~~ 13.8 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each ~~other~~ Borrower and each Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 1 contract

Sources: Credit Agreement (Geospace Technologies Corp)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ NonQualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.10 constitute, and this Section ~~6.15~~ 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit Facility (Federated Hermes, Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15,~~ 8.1.12 or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.12 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.12 constitute, and this Section ~~6.15~~ 8.1.12 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit Facility (New Jersey Resources Corp)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.11, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.11 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.11 constitute, and this Section ~~6.15~~ 8.1.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit Facility (Finish Line Inc /In/)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 7.1.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.1.11, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 7.1.11 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 7.1.11 constitute, and this Section ~~6.15~~ 7.1.11 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit Agreement (EPAM Systems, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.14 shall remain in full force and effect until ~~payment~~ the Payment in ~~full~~ Full of the ~~Obligations~~ Obligations, the termination of the Commitments and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.13 constitute, and this Section ~~6.15~~ 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (Ugi Corp /Pa/)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.12, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.12 shall remain in full force and effect until ~~payment~~ Payment in ~~full of the Obligations and termination of this Agreement and the Other Documents~~Full. -154- Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.12 constitute, and this Section ~~6.15~~ 6.12 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit, Term Loan and Security Agreement (B. Riley Financial, Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP ~~Loan Party, then~~ Credit Party jointly and ~~severally,~~ severally (together with each other Qualified ECP ~~Loan~~ Credit Party) hereby absolutely, ~~hereby absolutely~~ unconditionally and irrevocably (ai) guarantees the prompt payment and performance of all Specified Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (bii) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under ~~this~~ the Credit Agreement or any ~~Other~~ other Credit Document in respect of Specified Swap Obligations (provided, however, that each Qualified ECP ~~Loan~~ Credit Party shall only be liable under this Section ~~6.15~~ 8 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8, or otherwise under this ~~Agreement~~ Guaranty or any ~~Other~~ other Credit Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan~~ Credit Party under this Section ~~6.15~~ 8 shall remain in full force and effect until payment in full of the Obligations and termination of this ~~Agreement~~ Guaranty and the ~~Other~~ other Credit Documents. Each Qualified ECP ~~Loan~~ Credit Party intends that this Section ~~6.15~~ 8 constitute, and this Section ~~6.15~~ 8 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Term Loan Credit Agreement (AdvancePierre Foods Holdings, Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.18 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.18, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.18 shall remain in full force and effect until ~~payment in full~~ Payment In Full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other ~~agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.~~Loan

Appears in 1 contract

Sources: Credit Agreement (Triumph Group Inc)

Keepwell. If Each Borrower and each Guarantor, if it is a Qualified ECP ~~Loan Party~~Guarantor, then jointly and severally, together with each other Qualified ECP ~~Loan Party~~Guarantor, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all ~~Swap~~ Hedging Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of ~~Swap~~ Hedging Obligations (provided, however, that each Qualified ECP ~~Loan Party~~ Guarantor shall only be liable under this Section ~~6.15~~ for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this ~~Section 6.15~~Section, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable~~ applicable Law, including ~~Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ constitute, and this Section ~~6.15~~ shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each ~~other~~ Borrower and each other Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 1 contract

Sources: Credit Agreement (Newtek Business Services Corp.)

Keepwell. If it is a Qualified ECP ~~Loan Party~~Guarantor, then jointly and severally, together with each other Qualified ECP ~~Loan Party~~Guarantor, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP ~~Loan Party~~ Guarantor shall only be liable under this Section ~~6.15~~ for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this ~~Section 6.15~~Section, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable~~ applicable Law, including ~~Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ constitute, and this Section ~~6.15~~ shall be deemed to ~~constitute, a guarantee of the obligations of, and~~ constitute a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Asset Based Revolving Credit Agreement (C&J Energy Services, Inc.)

Keepwell. ~~If it~~ 4670 Each of the Parent Guarantor and the Borrower shall, and shall cause each Guarantor that is a Qualified ECP Guarantor at the time of the guarantee or the grant of a security interest under the Loan ~~Party~~Documents, ~~then~~ in each case, with respect to any Swap Obligation to, jointly and severally, ~~together with each other Qualified ECP Loan Party~~absolutely, ~~hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes undertake to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying Party~~ each other Guarantor to honor all of ~~such Non-Qualifying Party’s~~ its obligations under ~~this Agreement or any Other Document~~ the Loan Documents to which it is a party in respect of Swap Obligations (provided, however, that each Qualified ECP ~~Loan Party~~ Guarantor shall only be liable under this Section ~~6.15~~ 8.178.16 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.178.16, or otherwise under this ~~Agreement or any Other Document~~Agreement, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ 8.178.16 shall remain in full force and effect until ~~payment~~ the Indebtedness has been indefeasibly paid and performed in ~~full of the Obligations and termination of this Agreement and the Other Documents~~full. ~~Each Qualified ECP Loan Party~~ The Borrower intends that this Section ~~6.15~~ 8.17 constitute, and this Section ~~6.15~~ 8.178.16 shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and~~ Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 1 contract

Sources: Credit Agreement (Goodrich Petroleum Corp)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.15, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.15 constitute, and this Section ~~6.15~~ 8.1.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.” (d) Clause (vi) of Section 8.2.4 of the Credit Agreement shall be amended and restated in its entirety as follows:

Appears in 1 contract

Sources: Credit Agreement (Rhino Resource Partners LP)

Appears in 1 contract

Sources: Credit Agreement (Hallador Energy Co)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.10 shall remain in full force and effect until ~~payment in full~~ Payment In Full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.10 constitute, and this Section ~~6.15~~ 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Credit Agreement (Johnson Outdoors Inc)

Keepwell. ~~If it~~ Each Credit Party that is a Qualified ECP Guarantor at the time the Guaranty or the grant of a Lien under the Loan ~~Party~~Documents, ~~then~~ in each case, by any Specified Credit Party becomes effective with respect to any Swap Obligation, hereby jointly and severally, ~~together with each other Qualified ECP Loan Party~~absolutely, ~~hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support to each Specified Credit Party with respect to such Swap Obligation as may be needed by such Specified Credit Party from time to time ~~by any Non-Qualifying Party~~ to honor all of ~~such Non-Qualifying Party’s~~ its obligations under ~~this Agreement or any Other Document~~ the Loan Documents in respect of such Swap ~~Obligations~~ Obligation (~~provided~~but, ~~however~~in each case, ~~that each Qualified ECP Loan Party shall~~ only ~~be liable under this Section 6.15 for~~ up to the maximum amount of such liability that can be hereby incurred without rendering ~~its~~ such Qualified ECP Guarantor’s obligations and undertakings under this ~~Section 6.15, or otherwise under this Agreement or any Other Document,~~ Article X voidable under ~~Applicable Law, including~~ Applicable Law relating to SECOND AMENDED AND RESTATED CREDIT AGREEMENT – Page 130 fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ 10.06 shall remain in full force and effect until ~~payment~~ the Secured Obligations have been indefeasibly paid and performed in ~~full of the Obligations and termination of this Agreement and the Other Documents~~full. Each ~~Qualified ECP Loan~~ Credit Party intends ~~that~~ this Section ~~6.15~~ 10.06 to constitute, and this Section ~~6.15~~ 10.06 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of of, each ~~other Borrower and Guarantor~~ Specified Credit Party for all purposes of ~~Section 1a(18)(A)(v)(II) of~~ the ~~CEA~~Commodity Exchange Act.

Appears in 1 contract

Sources: Credit Agreement (Copart Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 7.1.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.1.9, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 7.1.9 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 7.1.9 constitute, and this Section ~~6.15~~ 7.1.9 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit Agreement (DSW Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Secured Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Secured Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 5.21 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~5.21, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 5.21 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 5.21 constitute, and this Section ~~6.15~~ 5.21 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II)) of the ~~CEA~~Commodity Exchange Act.

Appears in 1 contract

Sources: Credit Agreement (Koppers Holdings Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.19 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.19, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.19 shall remain in full force and effect until ~~payment~~ Payment in ~~full~~ Full of the ~~Obligations and termination of this Agreement and the Other Documents~~Obligations. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.19 constitute, and this Section ~~6.15~~ 6.19 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (Worthington Steel, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (Ampco Pittsburgh Corp)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any #530486049530486174 Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (Virco MFG Corporation)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party) hereby absolutely, ~~hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.11, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.11 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15 constitute~~8.1.11 constitutes, and this Section ~~6.15~~ 8.1.11 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of of, each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II)) of the CEA.

Appears in 1 contract

Sources: Credit Agreement (Park Electrochemical Corp)

Keepwell. If Subject to Section 2.24(b)(xii) hereof, if it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.11, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.11 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.11 constitute, and this Section ~~6.15~~ 6.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.” (j) Section 7.1(b) of the Credit Agreement is hereby amended and restated to read in its entirety as follows:

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (Twist Beauty S.a r.l. & Partners S.C.A.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.14, or otherwise under this Agreement or any Other Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.14 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.14 constitute, and this Section ~~6.15~~ 6.14 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.” 10. Amendment to Section 7.6

Appears in 1 contract

Sources: Revolving Credit, Term Loan and Security Agreement (Enservco Corp)

Keepwell. ~~If it is a~~ Each Qualified ECP ~~Loan Party, then~~ Guarantor hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each other Loan Party to honor all of ~~such Non-Qualifying Party’s~~ its obligations under this Agreement ~~or any Other Document~~ in respect of Swap ~~Obligations (~~Obligations; provided, however, that each Qualified ECP ~~Loan Party~~ Guarantor shall only be liable under this Section ~~6.15~~ 2.1(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~2.1(j), or otherwise under this ~~Agreement or any Other Document~~Agreement, as it relates to such other Loan Party, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP ~~Loan Party~~ Guarantor under this Section ~~6.15~~ shall remain in full force and effect until ~~payment in full~~ all amounts owing to the Agent and the Secured Parties by the Loan Parties on account of the Obligations are fully and ~~termination of this Agreement~~ finally paid in cash and the ~~Other Documents~~Commitments are terminated. Each Qualified ECP ~~Loan Party~~ Guarantor intends that this Section ~~6.15~~ 2.1(j) constitute, and this Section ~~6.15~~ 2.1(j) shall be deemed to constitute, ~~a guarantee of the obligations of, and~~ a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.” (e) Section 4.2 of the Security Agreement is hereby amended by deleting the phrase “or Schedule 3.21(a)-3” and deleting the phrase “, provided that all financing statements listed on Schedule 3.21(a)-3 to the Credit Agreement shall be terminated on or prior to the Funding Date”. (f) Section 4.3 of the Security Agreement is hereby deleted in its entirety and replaced with the following:

Appears in 1 contract

Sources: Guarantee and Security Agreement (Trans Energy Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 7.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable~~ applicable Law, including ~~Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 7.10 shall remain in full force and effect until ~~payment in full of~~ the ~~Obligations and termination of this Agreement and the Other Documents~~Facility Termination Date. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 7.10 constitute, and this Section ~~6.15~~ 7.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower ~~and Guarantor~~ for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit Agreement (Zumiez Inc)

Keepwell. If it a Loan Party is ~~a Qualified ECP Loan Party~~an Eligible Contract Participant, then jointly and severally, together with each other ~~Qualified ECP Loan Party~~Eligible Contract Participant, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all ~~Swap~~ Hedge Obligations owing by each ~~Non-Qualifying~~ Loan Party that is not an Eligible Contract Participant (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any ~~Non-Qualifying~~ Loan Party that is not an Eligible Contract Participant to honor all of such ~~Non-Qualifying~~ Loan Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of ~~Swap~~ Hedge Obligations (provided, however, that each ~~Qualified ECP Loan Party~~ Eligible Contract Participant shall only be liable under this Section ~~6.15~~ 35 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~35, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each ~~Qualified ECP Loan Party~~ Eligible Contract Participant under this Section ~~6.15~~ 35 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each ~~Qualified ECP Loan Party~~ Eligible Contract Participant intends that this Section ~~6.15~~ 35 constitute, and this Section ~~6.15~~ 35 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each ~~other~~ Borrower and each other Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 1 contract

Sources: Senior Secured Credit Agreement (Griffin-American Healthcare REIT III, Inc.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.13, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.13 shall remain in full force and effect until ~~payment~~ the Payment in ~~full~~ Full of the Obligations and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.13 constitute, and this Section ~~6.15~~ 6.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower~~ Loan Party and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (Quantum Corp /De/)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and severally, subject to Section 10.18 (if applicable), (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 7.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.1.13, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 7.1.13 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 7.1.13 constitute, and this Section ~~6.15~~ 7.1.13 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Credit Agreement (Glatfelter P H Co)

Keepwell. If Each Loan Party, if it is a Qualified ECP Loan Party, ~~then~~ jointly and severally~~, together with each other Qualified ECP Loan Party~~, hereby absolutely unconditionally and ~~irrevocably~~ irrevocably: (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), ) and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s obligations under this Agreement or any ~~Other~~ Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 2.4 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~2.4, or otherwise under this Agreement or any ~~Other~~ Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 2.4 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 2.4 constitute, and this Section ~~6.15~~ 2.4 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other Borrower and Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Loan Agreement (Inland Real Estate Income Trust, Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each ~~Non-~~Non- Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.11, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable~~ applicable Law, including ~~Applicable~~ applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.11 shall remain in full force and effect until ~~payment in full of~~ the ~~Obligations and termination of this Agreement and the Other Documents~~Facility Termination Date. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.11 constitute, and this Section ~~6.15~~ 8.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit Facility Credit Agreement (Appfolio Inc)

Keepwell. ~~If it is a Qualified ECP Loan Party~~The U.S. Parent Borrower hereby absolutely, ~~then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support to each Specified Credit Party with respect to such Swap Obligation as may be needed by such Specified Credit Party from time to time ~~by any Non-Qualifying Party~~ to honor all of ~~such Non-Qualifying Party’s~~ its obligations under ~~this Agreement or any Other Document~~ the Credit Documents in respect of such Swap ~~Obligations~~ Obligation (~~provided~~but, ~~however~~in each case, ~~that each Qualified ECP Loan Party shall~~ only ~~be liable under this Section 6.15 for~~ up to the maximum amount of such liability that can be hereby incurred without rendering ~~its~~ such the U.S. Parent Borrower’s obligations and undertakings under this Section ~~6.15, or otherwise under this Agreement or any Other Document,~~ 12.27 voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount)) and without limitation of the foregoing, the U.S. Parent Borrower hereby absolutely, unconditionally and irrevocably guarantees the payment and performance by each Specified Credit Party of its obligations under the Credit Documents with respect to all Swap Obligations. The obligations and undertakings of ~~each Qualified ECP Loan Party~~ the U.S. Parent Borrower under this Section ~~6.15~~ 12.27 shall remain in full force and effect until ~~payment in full of~~ the Obligations have been indefeasibly paid and ~~termination of this Agreement and the Other Documents~~performed in full. ~~Each Qualified ECP Loan Party~~ The U.S. Parent Borrower intends ~~that~~ this Section ~~6.15~~ 12.27 to constitute, and this Section ~~6.15~~ 12.27 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of of, each ~~other Borrower and Guarantor~~ Specified Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 1 contract

Sources: Abl Credit Agreement (Univar Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party hereby jointly and ~~severally~~severally absolutely, ~~together with each other Qualified ECP Loan Party, hereby absolutely~~ unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each ~~Non~~non-~~Qualifying~~ Qualified ECP Loan Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), ) and (b) undertakes to provide such funds or other support as may be needed from time to time by ~~any Non-Qualifying~~ each other Loan Party in order for such Loan Party to honor ~~all of such Non-Qualifying Party’s~~ its guaranty obligations under this ~~Agreement~~ Agreement, or ~~any Other Document~~ other Loan Documents, in each case, in respect of Swap Obligations of a Loan Party (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 7.1.10 [Keepwell] for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~7.1.10 [Keepwell], or otherwise under this Agreement or any ~~Other~~ Loan Document, as it relates to such other Loan Parties, voidable under ~~Applicable Law, including Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 7.1.10 [Keepwell] shall remain in full force and effect until ~~payment~~ performance in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. ~~Each~~ The Qualified ECP Loan ~~Party intends~~ Parties intend that this Section ~~6.15 constitute~~7.1.10 [Keepwell] constitutes, and this Section ~~6.15~~ 7.1.10 [Keepwell] shall be deemed to constitute, a ~~guarantee of the obligations of, and a “~~"keepwell, support, or other agreement” " for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the ~~CEA~~Commodity Exchange Act.

Appears in 1 contract

Sources: Credit Agreement (MSA Safety Inc)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each ~~Non-~~Non- Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such Non-Qualifying Party’s obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.10, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.10 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.10 constitute, and this Section ~~6.15~~ 8.1.10 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Credit Agreement (Ferroglobe PLC)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 6.136.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~6.136.11, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 6.136.11 shall remain in full force and effect until ~~payment~~ the Payment in ~~full~~ Full of the ~~Obligations~~ Obligations, the termination of the Commitments and the termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 6.136.11 constitute, and this Section ~~6.15~~ 6.136.11 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (ARKO Corp.)

Keepwell. If it is a Qualified ECP Loan Party, then jointly and severally, together with each other Qualified ECP Loan Party, hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-Qualifying~~ Non‑Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 6.15, or otherwise under this Agreement or any Other Document, voidable under Applicable Law, including Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 6.15 shall remain in full force and effect until payment in full of the Obligations (other than (i) contingent indemnification obligations to the extent no claim giving rise thereto has been asserted and (ii) Letters of Credit so long as Agent has received the cash collateral with respect to the Letters of Credit to the extent required pursuant to this Agreement) and termination of this Agreement and the Other Documents. Each Qualified ECP Loan Party intends that this Section 6.15 constitute, and this Section 6.15 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, or other agreement” for the benefit of each other ~~Borrower~~ Loan Party and Guarantor for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II) of the CEA.

Appears in 1 contract

Sources: Revolving Credit, Term Loan and Security Agreement (Universal Logistics Holdings, Inc.)

Keepwell. ~~If it is a~~ Each Qualified ECP Loan ~~Party, then~~ Party jointly and ~~severally,~~ severally (together with each other Qualified ECP Loan Party, ) hereby absolutely unconditionally and irrevocably (a) guarantees the prompt payment and performance of all Swap Obligations owing by each Non-Qualifying Party (it being understood and agreed that this guarantee is a guaranty of payment and not of collection), and (b) undertakes to provide such funds or other support as may be needed from time to time by any Non-Qualifying Party to honor all of such ~~Non-~~Non Qualifying Party’s 's obligations under this Agreement or any ~~Other~~ other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section ~~6.15~~ 8.1.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section ~~6.15~~8.1.14, or otherwise under this Agreement or any ~~Other~~ other Loan Document, voidable under ~~Applicable Law~~applicable law, including ~~Applicable Law~~ applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section ~~6.15~~ 8.1.14 shall remain in full force and effect until payment in full of the Obligations and termination of this Agreement and the ~~Other~~ other Loan Documents. Each Qualified ECP Loan Party intends that this Section ~~6.15~~ 8.1.14 constitute, and this Section ~~6.15~~ 8.1.14 shall be deemed to constitute, a guarantee of the obligations of, and a “"keepwell, support, or other agreement” " for the benefit of each other ~~Borrower and Guarantor~~ Loan Party for all purposes of Section ~~1a(18)(A)(v)(II~~1a(18(A)(v)(II)) of the CEA.

Appears in 1 contract

Sources: Credit Agreement (Koppers Holdings Inc.)

Common use of Keepwell Clause in Contracts