Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 33 contracts
Samples: Credit Agreement (Easterly Government Properties, Inc.), Term Loan Agreement (Hersha Hospitality Trust), Term Loan Agreement (Easterly Government Properties, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.11, or otherwise in respect of under the Guaranteed ObligationsGuarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 8.11 shall remain in full force and effect until a discharge the termination and release of all Obligations in accordance with the Guaranteed Obligationsterms of this Agreement. Each Qualified ECP Guarantor intends that this Section 7.09 8.11 constitute, and this Section 7.09 8.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 13 contracts
Samples: Credit Agreement (CLARIVATE PLC), Credit Agreement (Clarivate Analytics PLC), Credit Agreement (Clarivate Analytics PLC)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 4.08 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.094.08, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge Discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 4.08 constitute, and this Section 7.09 4.08 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 11 contracts
Samples: Credit Agreement (APi Group Corp), Credit Agreement (APi Group Corp), Credit Agreement (Element Solutions Inc)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Obligations that are Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 4.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.094.11, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 4.06. Each Qualified ECP Guarantor intends that this Section 7.09 4.11 constitute, and this Section 7.09 4.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 8 contracts
Samples: Credit Agreement (Madison Square Garden Co), Credit Agreement (Madison Square Garden Entertainment Corp.), Credit Agreement (MSGE Spinco, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (Obligations; provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09Section, or otherwise in respect of under the Guaranteed Obligations, Guarantee as it relates to such other Loan Party, Party voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.11 shall remain in full force and effect until a discharge the termination and release of all Obligations in accordance with the Guaranteed Obligationsterms of this Agreement. Each Qualified ECP Guarantor intends that this Section 7.09 7.11 constitute, and this Section 7.09 7.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 7 contracts
Samples: Credit Agreement (JELD-WEN Holding, Inc.), Credit Agreement (JELD-WEN Holding, Inc.), Credit Agreement (JELD-WEN Holding, Inc.)
Keepwell. Each Borrower and each other Loan Party, to the extent constituting a Qualified ECP Guarantor Guarantor, hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under any Guaranty made by it in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such under this Agreement or any other Loan PartyDocument, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect at all times hereafter until a discharge of the Guaranteed ObligationsObligations have been Paid in Full. Each Qualified ECP Guarantor intends that this his Section 7.09 shall constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 7 contracts
Samples: Loan and Security Agreement (Trade Desk, Inc.), Loan and Security Agreement (Trade Desk, Inc.), Loan and Security Agreement (Trade Desk, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.10, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 7.10 constitute, and this Section 7.09 7.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 6 contracts
Samples: Global Senior Credit Agreement (Digital Realty Trust, L.P.), Term Loan Agreement (Digital Realty Trust, L.P.), Term Loan Agreement (Digital Realty Trust, L.P.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Credit Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 6.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.096.09, or otherwise in respect of under the Guaranteed ObligationsGuarantee, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 6.09 constitute, and this Section 7.09 6.09 shall be deemed to constitute, a “"keepwell, support, or other agreement” " for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 6 contracts
Samples: Credit Agreement (Wynn Resorts LTD), Credit Agreement (Wynn Resorts LTD), Credit Agreement (Wynn Las Vegas LLC)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Credit Party hereunder to honor all of its Guaranteed Obligations such Credit Party’s obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations shall have been indefeasibly paid in full in Cash. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 5 contracts
Samples: Credit and Guaranty Agreement (PLBY Group, Inc.), Credit and Guaranty Agreement (PLBY Group, Inc.), Credit and Guaranty Agreement (PLBY Group, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Obligations that are Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 4.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.094.12, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 4.06. Each Qualified ECP Guarantor intends that this Section 7.09 4.12 constitute, and this Section 7.09 4.12 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 5 contracts
Samples: Credit Agreement (AMC Networks Inc.), Credit Agreement (AMC Networks Inc.), Credit Agreement (AMC Networks Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.11, or otherwise in respect of under the Guaranteed ObligationsGuarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.11 shall remain in full force and effect until a discharge the termination and release of all Obligations in accordance with the Guaranteed Obligationsterms of this Agreement. Each Qualified ECP Guarantor intends that this Section 7.09 7.11 constitute, and this Section 7.09 7.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 5 contracts
Samples: Credit Agreement, Credit Agreement (Navios Maritime Partners L.P.), Credit Agreement (Navios South American Logistics Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Credit Party hereunder to honor all of its Guaranteed Obligations such Credit Party’s obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations shall have been Paid in Full. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 4 contracts
Samples: Credit and Guaranty Agreement (ONE Group Hospitality, Inc.), Credit and Guaranty Agreement (REVA Medical, Inc.), Credit and Guaranty Agreement (P10, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 4 contracts
Samples: Credit and Guaranty Agreement (RadNet, Inc.), Intercreditor Agreement (RadNet, Inc.), Counterpart Agreement (RadNet, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby Loan Party, jointly and severally severally, hereby absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Party hereunder to honor all of its Guaranteed Obligations such Loan Party’s obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor Loan Party shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Partyunder this Agreement, 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 Guarantor Loan Party under this Section 7.13 shall remain in full force and effect until a discharge all of the Guaranteed ObligationsObligations and all other amounts payable under this Agreement shall have been paid in full and all Commitments have terminated or expired or been cancelled. Each Qualified ECP Guarantor Loan Party intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 3 contracts
Samples: Joinder and Second Amendment Agreement (Ocwen Financial Corp), Senior Secured Term Loan Facility Agreement (Home Loan Servicing Solutions, Ltd.), Counterpart Agreement (Ocwen Financial Corp)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 2.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.092.9, or otherwise in respect of the Guaranteed Obligationsunder this Guarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.9 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations shall have been indefeasibly paid in full. Each Qualified ECP Guarantor intends that this Section 7.09 2.9 constitute, and this Section 7.09 2.9 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 3 contracts
Samples: Guarantee and Collateral Agreement (Sirva Inc), Guarantee and Collateral Agreement (Sirva Inc), Guarantee and Collateral Agreement (Sirva Inc)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under the Guarantees in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 10.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.0910.09, or otherwise in respect of under the Guaranteed ObligationsGuarantees, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 10.09 shall remain in full force and effect until a discharge of the Guaranteed Secured Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 10.09 constitute, and this Section 7.09 10.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. ****
Appears in 2 contracts
Samples: Credit Agreement (PRA Health Sciences, Inc.), Credit Agreement (Icon PLC)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under its relevant Guarantee in respect of Swap Obligations (Obligations; provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.11, or otherwise in respect of the Guaranteed Obligationsunder its Guarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.11 shall remain in full force and effect until a discharge the termination and release of all Finance Obligations in accordance with the Guaranteed Obligationsterms of this Agreement. Each Qualified ECP Guarantor intends that this Section 7.09 7.11 constitute, and this Section 7.09 7.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Credit Agreement (JELD-WEN Holding, Inc.), Revolving Credit Agreement (JELD-WEN Holding, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under its relevant Guarantee in respect of Swap Obligations (Obligations; provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.11, or otherwise in respect of the Guaranteed Obligationsunder its Guarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.11 shall remain in full force and effect until a discharge the termination and release of all Finance Obligations in accordance with the Guaranteed Obligationsterms of this Agreement. Each Qualified ECP Guarantor intends that this Section 7.09 7.11 constitute, and this Section 7.09 7.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Credit Agreement (JELD-WEN Holding, Inc.), Credit Agreement (JELD-WEN Holding, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.09, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan PartyParty , voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 8.09 shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 8.06. Each Qualified ECP Guarantor intends that this Section 7.09 8.09 constitute, and this Section 7.09 8.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act; provided, that the Borrower, the Administrative Agent and the relevant swap provider may mutually agree to exclude a Loan Party from the requirement of this Section 8.09.
Appears in 2 contracts
Samples: Credit and Guaranty Agreement (Dana Inc), And Guaranty Agreement (Dana Holding Corp)
Keepwell. Each Qualified ECP Guarantor Loan Party hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Guarantor that is a Non-Qualifying Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (Obligations; provided, however, that each Qualified ECP Guarantor Loan Party shall only be liable under this Section 7.09 5 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.095, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Qualified ECP Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor Loan Party under this Section 5 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations under the Credit Documents are paid in full. Each Qualified ECP Guarantor Loan Party intends that this Section 7.09 5 constitute, and this Section 7.09 5 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange ActCEA.
Appears in 2 contracts
Samples: Credit Agreement (International Money Express, Inc.), Credit Agreement (Fintech Acquisition Corp. II)
Keepwell. Each Qualified ECP Guarantor (as defined below) hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party hereunder to honor all of its Guaranteed Obligations obligations under this Agreement and the other Loan Documents in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 2.7 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.092.7, or otherwise in respect of the Guaranteed Obligationsunder this Agreement, as it relates to such other Loan Party, voidable under applicable law any Requirement of Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.7 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations shall have been indefeasibly paid in full. Each Qualified ECP Guarantor intends that this Section 7.09 2.7 constitute, and this Section 7.09 2.7 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Guarantee Agreement (T-Mobile US, Inc.), Guarantee Agreement (T-Mobile US, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act...
Appears in 2 contracts
Samples: Credit Agreement (Summit Hotel OP, LP), Credit Agreement (Summit Hotel Properties, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Credit Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall will only be liable under this Section 7.09 7.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.14, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Partyunder this Guaranty, voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall 7.14 will remain in full force and effect until a discharge of the Guaranteed ObligationsObligations have been paid in full. Each Qualified ECP Guarantor intends that this Section 7.09 7.14 constitute, and this Section 7.09 shall 7.14 will be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Credit and Guaranty Agreement (Cohu Inc), Credit and Guaranty Agreement (Cohu Inc)
Keepwell. Each Loan Party that is a Qualified ECP Guarantor when its guaranty of or grant of Lien as security for a Hedge Obligation becomes effective hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Obligor with respect to such Hedge Obligation as may be needed by such Specified Obligor from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under the Loan Documents in respect of Swap Obligations such Hedge Obligation (providedbut, howeverin each case, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for up to the maximum amount of such liability that can be hereby incurred without rendering its such Qualified ECP’s obligations and undertakings under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under any applicable law relating to fraudulent transfer or conveyance or fraudulent transfer, and not for any greater amountact). The obligations and undertakings of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge payment in full of the Guaranteed ObligationsObligations and termination of the Commitments. Each Qualified ECP Guarantor Loan Party intends that this Section 7.09 to constitute, and this Section 7.09 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, support or other agreement” for the benefit of of, each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Credit Agreement (Titan Machinery Inc.), Credit Agreement (Titan Machinery Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Credit Party hereunder to honor all of its Guaranteed Obligations such Credit Party’s obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations shall have been Paid in Full. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to 138 constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Credit and Guaranty Agreement (ONE Group Hospitality, Inc.), Credit and Guaranty Agreement (ONE Group Hospitality, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.11, or otherwise in respect of the Guaranteed Obligationsunder this Guarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 7.11 constitute, and this Section 7.09 7.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: First Lien Credit Agreement (SolarWinds Corp), First Lien Credit Agreement (SolarWinds Corp)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under the guarantee contained in this Section 2 in respect of Swap Obligations (Obligations; provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 2.07 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.092.07, or otherwise under the guarantee contained in respect of the Guaranteed Obligationsthis Section 2, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.07 shall remain in full force and effect until a discharge the Payment in Full of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 2.07 constitute, and this Section 7.09 2.07 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Credit Agreement (AAC Holdings, Inc.), Guarantee and Collateral Agreement (AAC Holdings, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 2.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.092.13, or otherwise in respect of the Guaranteed Obligationsunder this Guarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligationsthis Agreement is terminated pursuant to Section 4.15. Each Qualified ECP Guarantor intends that this Section 7.09 2.13 constitute, and this Section 7.09 2.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Credit Agreement (Philadelphia Energy Solutions Inc.), Intercreditor Agreement (Philadelphia Energy Solutions Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Credit Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 6.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.096.09, or otherwise in respect of under the Guaranteed ObligationsGuarantee, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge the Payment in Full of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 6.09 constitute, and this Section 7.09 6.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Credit Agreement (Wynn Resorts LTD), Credit Agreement (Boyd Gaming Corp)
Keepwell. Each Qualified ECP Guarantor hereby Loan Party, jointly and severally severally, hereby absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Party hereunder to honor all of its Guaranteed Obligations such Loan Party’s obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor Loan Party shall only be liable under this Section 7.09 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.11, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Partyunder this Agreement, 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 Guarantor Loan Party under this Section 7.11 shall remain in full force and effect for so long as this Agreement shall remain in effect and until a discharge 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 (other than contingent indemnification obligations). Each Qualified ECP Guarantor Loan Party intends that this Section 7.09 7.11 constitute, and this Section 7.09 7.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Credit Agreement (Merge Healthcare Inc), Credit Agreement (Merge Healthcare Inc)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of under the Guaranteed ObligationsGuarantee, as it relates to such other Loan Party, voidable under applicable law Requirements of Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a discharge of this Agreement is terminated pursuant to the Guaranteed Obligationsterms hereof. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 2 contracts
Samples: Assignment and Assumption (Philadelphia Energy Solutions Inc.), Assignment and Assumption (Philadelphia Energy Solutions Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Obligations that are Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 4.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.094.11, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 4.06. Each Qualified ECP Guarantor intends that this Section 7.09 4.11 constitute, and this Section 7.09 4.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. 86 MSG – Credit Agreement (2014)
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.10, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan PartyParty , voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 8.10 shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 8.07. Each Qualified ECP Guarantor intends that this Section 7.09 8.10 constitute, and this Section 7.09 8.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.; provided, that Xxxx, the Administrative Agent and the relevant swap provider may mutually agree to exclude a Loan Party from the requirement of this Section 8.10. 177
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Credit Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge payment in full of the Guaranteed all Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Second Lien Credit and Guaranty Agreement (American Casino & Entertainment Properties LLC)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. ARTICLE VIII
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. AMERICAS/2023134647.11 100
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this guarantee and any security interest granted under the Security Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.12, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Partyunder this guarantee, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.12 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations have been paid and performed in full. Each Qualified ECP Guarantor intends that this Section 7.09 7.12 constitute, and this Section 7.09 7.12 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit Agreement (Stockbridge/Sbe Investment Company, LLC)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Credit Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 6.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.096.09, or otherwise in respect of under the Guaranteed ObligationsGuarantee, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 6.09 constitute, and this Section 7.09 6.09 shall be deemed to constitute, a “"keepwell, support, or other agreement” " for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.)
Appears in 1 contract
Samples: Credit Agreement (Wynn Resorts LTD)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Obligations that are Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 4.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.094.11, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 4.06. Each Qualified ECP Guarantor intends that this Section 7.09 4.11 constitute, and this Section 7.09 4.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. ARTICLE V CONDITIONS PRECEDENT Section 5.01
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Credit Party hereunder to honor all of its Guaranteed Obligations such Credit Party’s obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a discharge of the Guaranteed ObligationsTermination Date. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Nord Anglia Education, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Guaranteed Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 2.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.092.09, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge Discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 2.09 constitute, and this Section 7.09 2.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Collateral Agreement (Blue Buffalo Pet Products, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Specified Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 6 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.096, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Specified Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge final payment of the Guaranteed ObligationsGuarantied Obligations has been made. Each Qualified ECP Guarantor intends that this Section 7.09 6 constitute, and this Section 7.09 6 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Specified Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit Agreement (Viad Corp)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. 92 26203076.0000000000.8
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II1a (18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.10, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 8.10 shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 8.07. Each Qualified ECP Guarantor intends that this Section 7.09 8.10 constitute, and this Section 7.09 8.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act; provided, that the Borrower, the Administrative Agent and the relevant swap provider may mutually agree to exclude a Loan Party from the requirement of this Section 8.10.
Appears in 1 contract
Samples: 364 Day Bridge Facility and Guaranty Agreement (Dana Inc)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Obligations that are Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 4.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.0985 4.12, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 4.06. Each Qualified ECP Guarantor intends that this Section 7.09 4.12 constitute, and this Section 7.09 4.12 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit Agreement (AMC Networks Inc.)
Keepwell. Each If it is a Qualified ECP Guarantor hereby Loan Party, then jointly and severally absolutelyseverally, 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 each other Loan any Non-Qualifying Party to honor all of its Guaranteed Obligations such Non-Qualifying Party’s obligations under this Agreement or any Other Document in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor Loan Party shall only be liable under this Section 7.09 6.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.096.15, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Partyunder 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 Guarantor Loan Party under this Section 6.15 shall remain in full force and effect until a discharge the Payment in Full of the Guaranteed ObligationsObligations and the termination of this Agreement and the Other Documents. Each Qualified ECP Guarantor Loan Party intends that this Section 7.09 6.15 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.150 074658.21069/130240014v.3
Appears in 1 contract
Samples: Guaranty and Security Agreement (Babcock & Wilcox Enterprises, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Party hereunder to honor all of its Guaranteed Obligations such Loan Party’s obligations under this Agreement in respect of Swap Obligations (providedObligations, however, provided that each Qualified ECP Guarantor shall only be liable under this Section 7.09 9.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.099.09, or otherwise in respect of the Guaranteed Obligationsunder this Agreement, as it relates to such other Loan Party, voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 9.09 shall remain in full force and effect until a discharge of the Guaranteed ObligationsDischarge Date. Each Qualified ECP Guarantor intends that this Section 7.09 9.09 constitute, and this Section 7.09 9.09 shall be deemed to constitute, a “keepwell, support, or other agreement” in respect of the relevant Loan Party’s Swap Obligations for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit and Guarantee Agreement (Contango ORE, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty and Security Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 10.19 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.0910.19, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligationsthis Agreement has been terminated pursuant to Section 10.16(a). Each Qualified ECP Guarantor intends that this Section 7.09 10.19 constitute, and this Section 7.09 10.19 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II1 a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Guaranty and Security Agreement (Amneal Pharmaceuticals, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Credit Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a discharge payment in full of the Guaranteed Obligationsall Obligations and cancellation or expiration or Cash Collateralization of all Letters of Credit. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (American Casino & Entertainment Properties LLC)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be 111 deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Credit Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 6.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.096.09, or otherwise in respect of under the Guaranteed ObligationsGuarantee, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 6.09 constitute, and this Section 7.09 6.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit Agreement (Wynn Resorts LTD)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Credit Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 8.13 constitute, and this Section 7.09 8.13 shall be 147 deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.10, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 7.10 constitute, and this Section 7.09 7.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Credit Party hereunder to honor all of its Guaranteed Obligations such Credit Party’s obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations shall have been indefeasibly paid in full in Cash. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. 104
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor (as defined below) hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.0914, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 14 shall remain in full force and effect until a discharge the termination of the Guaranteed Obligationsthis Guaranty in accordance with Section 13. Each Qualified ECP Guarantor intends that this Section 7.09 14 constitute, and this Section 7.09 14 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.for
Appears in 1 contract
Samples: Intellectual Property Security Agreement (EWT Holdings I Corp.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.09, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 8.06. Each Qualified ECP Guarantor intends that this Section 7.09 8.09 constitute, and this Section 7.09 8.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.; provided, that the Borrower, the Administrative Agent and the relevant swap provider may mutually agree to exclude a Loan Party from the requirement of this Section 8.09. Xxxx Second Amended and Restated Revolving Credit and Guaranty Agreement
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Credit Party hereunder to honor all of its Guaranteed Obligations such Credit Party’s obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, 7.13 or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations shall have been Paid in Full. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. SECTION 8.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Lifecore Biomedical, Inc. \De\)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.18 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.18, or otherwise in respect of the Guaranteed Obligationsunder this Agreement, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 8.18 shall remain in full force and effect until a discharge the termination and release of all Obligations in accordance with the Guaranteed Obligationsterms of this Agreement. Each Qualified ECP Guarantor intends that this Section 7.09 8.18 constitute, and this Section 7.09 8.18 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.”
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Loan Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 10.14 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.0910.14, or otherwise in respect of the Guaranteed Obligationsunder this Loan Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed ObligationsTermination Date. Each Qualified ECP Guarantor intends that this Section 7.09 10.14 constitute, and this Section 7.09 10.14 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 constitute, and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. ARTICLE VIII THE ADMINISTRATIVE AGENT SECTION 8.01.
Appears in 1 contract
Samples: Execution Copy Credit Agreement (Summit Hotel Properties, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 2.07 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.092.07, or otherwise in respect of the Guaranteed Obligationsunder this Guarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge the termination and release of the all Guaranteed ObligationsObligations in accordance with Section 7.13. Each Qualified ECP Guarantor intends that this Section 7.09 2.07 constitute, and this Section 7.09 2.07 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: First Lien Guarantee and Collateral Agreement (Jda Software Group Inc)
Keepwell. Each Qualified ECP Guarantor hereby Loan Party jointly and 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 each other Loan any Non-Qualifying Party to honor all of its Guaranteed Obligations such Non-Qualifying Party’s obligations under this Agreement or any other Loan Document in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor Loan Party shall only be liable under this Section 7.09 8.1.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.1.13, or otherwise in respect of the Guaranteed Obligations, as it relates to such under this Agreement or any other Loan PartyDocument, 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 Guarantor Loan Party under this Section 8.1.13 shall remain in full force and effect until a discharge payment in full of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that Obligations and termination of this Section 7.09 constitute, Agreement and this Section 7.09 shall be deemed to constitute, a “keepwell, support, or the other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.Loan
Appears in 1 contract
Keepwell. Each Loan Party that is a Qualified ECP Guarantor when its guaranty of or grant of Lien as security for a Hedge Obligation becomes effective hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Obligor with respect to such Hedge Obligation as may be needed by such Specified Obligor from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under the Loan Documents in respect of Swap Obligations such Hedge Obligation (providedbut, howeverin each case, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 for up to the maximum amount of such liability that can be hereby incurred without rendering its such Qualified ECP’s obligations and undertakings under this Section 7.09, or otherwise in respect of the Guaranteed Obligations, as it relates to such other Loan Party, voidable under any applicable law relating to fraudulent transfer or conveyance or fraudulent transfer, and not for any greater amountact). The obligations and undertakings of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge payment in full of the Guaranteed ObligationsObligations and termination of the Commitments. Each Qualified ECP Guarantor Loan Party intends that this Section 7.09 to constitute, and this Section 7.09 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, support or other agreement” for the benefit of of, each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. 6
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Credit Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 6.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.096.09, or otherwise in respect of under the Guaranteed ObligationsGuarantee, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 6.09 shall remain in full force and effect until a discharge the Payment in Full of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 6.09 constitute, and this Section 7.09 6.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit Agreement (Wynn Resorts LTD)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.10, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan PartyParty , voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 8.10 shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 8.07. Each Qualified ECP Guarantor intends that this Section 7.09 8.10 constitute, and this Section 7.09 8.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act; provided, that Xxxx, the Administrative Agent and the relevant swap provider may mutually agree to exclude a Loan Party from the requirement of this Section 8.10.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Party hereunder to honor all of its Guaranteed Obligations such Loan Party’s obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.15, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.15 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations shall have been indefeasibly paid in full and the Revolving Commitments shall have terminated. Each Qualified ECP Guarantor intends that this Section 7.09 7.15 constitute, and this Section 7.09 7.15 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.09, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan PartyParty , voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 8.09 shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 8.06. Each Qualified ECP Guarantor intends that this Section 7.09 8.09 constitute, and this Section 7.09 8.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.; provided, that the Borrower, the Administrative Agent and the relevant swap provider may mutually agree to exclude a Loan Party from the requirement of this Section 8.09. 125 Xxxx Credit and Guaranty Agreement
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.10 for the maximum amount of such liability 151 that can be hereby incurred without rendering its obligations under this Section 7.098.10, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan PartyParty , voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 8.10 shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 8.07. Each Qualified ECP Guarantor intends that this Section 7.09 8.10 constitute, and this Section 7.09 8.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act; provided, that Xxxx, the Administrative Agent and the relevant swap provider may mutually agree to exclude a Loan Party from the requirement of this Section 8.10.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 Section 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09Section 7.11, or otherwise in respect of the Guaranteed Obligationsunder this Guarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge Discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 Section 7.11 constitute, and this Section 7.09 Section 7.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit Agreement (Inotiv, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under the Guarantee in respect of Swap Obligations (Obligations; provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.09Section, or otherwise in respect of under the Guaranteed Obligations, Guarantee as it relates to such other Loan Party, Party voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.11 shall remain in full force and effect until a discharge the termination and release of all Obligations in accordance with the Guaranteed Obligationsterms of this Agreement. Each Qualified ECP Guarantor intends that this Section 7.09 7.11 constitute, and this Section 7.09 7.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.. SECTION 8
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Loan Credit Party hereunder to honor all of its Guaranteed Obligations such Credit Party’s obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Credit Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a discharge of the Guaranteed ObligationsObligations shall have been Paid in Full. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Credit Party for all purposes of Section 1a(18)(A)(v)(II1a(18)(A)(v)(ii) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (OneWater Marine Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this guarantee in respect of Swap Obligations constituting Hedging Obligations owing to a Hedge Creditor (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 2.07 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.092.07, or otherwise in respect of the Guaranteed Obligationsunder this guarantee, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.07 shall remain in full force and effect until a discharge of the Guaranteed ObligationsTermination Date. Each Qualified ECP Guarantor intends that this Section 7.09 2.07 constitute, and this Section 7.09 2.07 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.”
Appears in 1 contract
Samples: First Lien Guarantee and Collateral Agreement (Univision Holdings, Inc.)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 7.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.097.13, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.13 shall remain in full force and effect until a the full and final payment and discharge of the all Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 7.13 constitute, and this Section 7.09 7.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit Agreement (Alcatel Lucent)
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 7.09 8.08 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.098.08, or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge Discharge of the Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 7.09 8.08 constitute, and this Section 7.09 8.08 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its Guaranteed Obligations obligations under this Guaranty in respect of Obligations that are Swap Obligations (provided( provided , howeverhowever , that each Qualified ECP Guarantor shall only be liable under this Section 7.09 4.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 7.094.11 , or otherwise in respect of the Guaranteed Obligationsunder this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until a discharge of the Guaranteed Obligationsin accordance with Section 4.06 . Each Qualified ECP Guarantor intends that this Section 7.09 4.11 constitute, and this Section 7.09 4.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Appears in 1 contract
Samples: Credit Agreement (Madison Square Garden Entertainment Corp.)
