Common use of Limitation on Guaranties Clause in Contracts

Limitation on Guaranties. The Borrower shall not, and shall not permit any of the Guarantors to, at any time Guaranty, or assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (a) under any Loan Document, (b) obligations under agreements to indemnify Persons who have issued bid or performance bonds or letters of credit issued in lieu of such bonds in the ordinary course of business of such RMG Company securing performance by any RMG Company of activities otherwise permissible hereunder, (c) a guaranty by endorsement of negotiable instruments for collection in the ordinary course of business, (d) the guaranty obligations of the Borrower arising in respect of the Cubs Guaranty and the Sportsvision Guaranty, so long as (i) such obligations do not exceed in the aggregate $450,000,000 at any time during the term of this Agreement without the prior written consent of the Arrangers, (ii) such obligations are unsecured, (iii) the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, do not provide for acceleration of the obligations thereunder, and (iv) none of the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, shall be amended or modified during the term of this Agreement, without the prior written consent of the Arrangers, if the effect of such amendment or modification would be to increase the amount of the Borrower's obligations under either the Cubs Guaranty or the Sportsvision Guaranty, (e) the Janus Guaranty, (f) the Sterling Digital Guaranty, (g) Guaranties constituting Investments permitted to be made pursuant to Section 8.2(c), and (h) those Guaranties described on SCHEDULE 8.6 attached hereto (as such schedule may be amended by the Borrower from time to time), undertaken in the ordinary course of business of the RMG Companies, including, without limitation, Guaranties issued for purposes of securing (i) programming or transponder rights, (ii) production, sports team and product related arrangements, (iii) affiliation agreements, (iv) advertising representation agreements, marketing and service arrangements, or (v) real estate leases, and extensions, replacements and modifications of the foregoing PROVIDED that the aggregate amount of all such Guaranties under this Section 8.6(h) at any time outstanding does not exceed $25,000,000.

Limitation on Guaranties. The Borrower shall not, and shall not permit any of the Guarantors to, at any time Guarantyguarantee, or assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (a) under any Loan Document, (b) obligations under agreements to indemnify Persons who have issued bid or performance bonds or letters of credit issued in lieu of such bonds in the ordinary course of business of such RMG Company Borrower Party securing performance by any RMG Company Borrower Party of activities otherwise permissible hereunder, (c) a guaranty by endorsement of negotiable instruments for collection in the ordinary course of business, (d) the guaranty obligations of the Borrower arising in respect of the Cubs Guaranty and the Sportsvision Guaranty, so long as (i) such obligations do not exceed (x) in the aggregate case of the Cubs Guaranty, $450,000,000 119,250,000, and (y) in the case of the Sportsvision Guaranty, $330,750,000, in each case at any time during the term of this Agreement without the prior written consent of the Arrangers, (ii) such obligations are unsecured, (iii) the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, do not provide for acceleration of the obligations thereunder, and (iv) none of the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, shall be amended or modified during the term of this Agreement, without the prior written consent of the Arrangers, if the effect of such amendment or modification would be to increase the amount of the Borrower's ’s obligations under either the Cubs Guaranty or the Sportsvision Guaranty, (e) the Janus Guaranty, (f) the Sterling Digital Guaranty, (g) Guaranties constituting Investments permitted to be made pursuant to Section 8.2(c), (f) unsecured Guaranties of the Borrower’s obligations in respect of any Authorized Debt Issuance, and (hg) those Guaranties described on SCHEDULE Schedule 8.6 attached hereto (as such schedule may be amended by the Borrower from time to time), undertaken in the ordinary course of business of the RMG CompaniesBorrower Parties, including, without limitation, Guaranties issued for purposes of securing (i) programming or transponder rights, (ii) production, sports team and product related arrangements, (iii) affiliation agreements, (iv) advertising representation agreements, marketing and service arrangements, or (v) real estate leases, and extensions, replacements and modifications of the foregoing PROVIDED foregoing, provided that the aggregate amount of all such Guaranties under this Section 8.6(h8.6(g) at any time outstanding does not exceed $25,000,00045,000,000.

Limitation on Guaranties. The Parent and the Borrower shall not, and shall not permit any of the Guarantors Borrower's Subsidiaries to, at any time Guaranty, or assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than than: (a) under any Loan Document, (b) obligations under agreements to indemnify Persons who have issued bid or performance bonds or letters of credit issued in lieu of such bonds in the ordinary course of business of such RMG Company securing performance by any RMG Company of activities otherwise permissible hereunder, (c) a guaranty by endorsement of negotiable instruments for collection in the ordinary course of business, ; (b) Guaranties constituting Indebtedness permitted pursuant to Section 7.1 hereof; (c) a may be contained in any Loan Document; and (d) Guaranties by the guaranty obligations Borrower's Subsidiaries (excluding License Subs) and the Parent of the Borrower arising in respect of Subordinated Debt issued under Section 7.1(g) hereof, provided that neither the Cubs Borrower's Subsidiaries nor the Parent may Guaranty and the Sportsvision Guaranty, so long as such Subordinated Debt unless (i) such obligations do not exceed in Subsidiaries and the aggregate $450,000,000 at any time during Parent have also Guaranteed the term of this Agreement without the prior written consent of the ArrangersObligations pursuant to Subsidiary Guaranties or a Parent Guaranty Agreement, respectively, (ii) each such obligations are unsecuredGuaranty of such Subordinated Debt is subordinated to such Subsidiary Guaranties or such Parent Guaranty Agreement, respectively, on terms no less favorable to the Lenders than the subordination provisions of such Subordinated Debt, and (iii) each such Guaranty of such Subordinated Debt provides for the terms release and termination thereof, without action by any party, upon any release and termination (except a release or termination by or as a result of payment in full of the Cubs Obligations) of such Subsidiary Guaranties or such Parent Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, do not provide for acceleration of the obligations thereunder, and (iv) none of the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, shall be amended or modified during the term of this Agreement, without the prior written consent of the Arrangers, if the effect of such amendment or modification would be to increase the amount of the Borrower's obligations under either the Cubs Guaranty or the Sportsvision Guaranty, (e) the Janus Guaranty, (f) the Sterling Digital Guaranty, (g) Guaranties constituting Investments permitted to be made pursuant to Section 8.2(c), and (h) those Guaranties described on SCHEDULE 8.6 attached hereto (as such schedule may be amended by the Borrower from time to time), undertaken in the ordinary course of business of the RMG Companies, including, without limitation, Guaranties issued for purposes of securing (i) programming or transponder rights, (ii) production, sports team and product related arrangements, (iii) affiliation agreements, (iv) advertising representation agreements, marketing and service arrangements, or (v) real estate leases, and extensions, replacements and modifications of the foregoing PROVIDED that the aggregate amount of all such Guaranties under this Section 8.6(h) at any time outstanding does not exceed $25,000,000respectively."

Limitation on Guaranties. The Borrower AGCO shall not, and shall not permit any of the Guarantors its Restricted Subsidiaries to, at any time Guaranty, or assume, be obligated with respect to, or permit to be outstanding any Guaranty of, of any obligation of any other Person Person, other than (a) under any Loan Document, (b) obligations under agreements to indemnify Persons who have issued bid or performance bonds or letters of credit issued in lieu of such bonds in the ordinary course of business of such RMG Company AGCO or any Restricted Subsidiary securing performance by any RMG Company AGCO or such Restricted Subsidiary of activities otherwise permissible hereunder, (c) a guaranty by endorsement of negotiable instruments for collection in the ordinary course of business, (d) the guaranty obligations guaranties by AGCO of the Borrower arising in respect of the Cubs Guaranty Interest Hedge Agreements and the Sportsvision Guaranty, so long as (i) such obligations do not exceed in the aggregate $450,000,000 at Foreign Exchange Arrangements that any time during the term of this Agreement without the prior written consent of the Arrangers, (ii) such obligations are unsecured, (iii) the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, do not provide for acceleration of the obligations thereunder, and (iv) none of the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, shall be amended or modified during the term of this Agreement, without the prior written consent of the Arrangers, if the effect of such amendment or modification would be to increase the amount of the Borrower's obligations under either the Cubs Guaranty or the Sportsvision GuarantyRestricted Subsidiary may enter into with any financial institution, (e) the Janus Guarantyguaranties by AGCO or any Restricted Subsidiary of lines of credit of dealers conducting business in Brazil and financing for retail purchasers in Brazil or Argentina of products manufactured by AGCO or its Restricted Subsidiaries in an aggregate amount outstanding at any time not to exceed $20,000,000, (f) guaranties by AGCO of payment of fees, indemnification obligations and performance obligations of any Restricted Subsidiary under the Sterling Digital GuarantySecuritization Documents, (g) Guaranties guaranties by AGCO or any other Restricted Subsidiary of obligations (other than obligations constituting Investments permitted to be made pursuant to Section 8.2(c), and (hFunded Debt) those Guaranties described on SCHEDULE 8.6 attached hereto (as such schedule may be amended by the Borrower from time to time), undertaken of any Restricted Subsidiary incurred in the ordinary course of business such Restricted Subsidiary's business, (h) contingent repurchase obligations of AGCO of Inventory, the RMG Companieslease or purchase of which is financed by a Finance Company, including, without limitation, Guaranties issued for purposes of securing (i) programming guaranties by AGCO or transponder rightsany Restricted Subsidiary of Indebtedness of AGCO or any Restricted Subsidiary permitted under clauses (b) or (i) of Section 7.1, (iij) production, sports team and product related arrangements, (iii) affiliation agreements, (iv) advertising representation agreements, marketing and service arrangements, or (v) real estate leasesthe unsecured guaranty of the Senior Notes executed by the Senior Note Guarantors, and extensions, replacements and modifications of the foregoing PROVIDED that the (k) other unsecured guarantees in an aggregate amount of all such Guaranties under this Section 8.6(h) not exceeding $1,000,000 outstanding at any time outstanding does not exceed $25,000,000time.

Limitation on Guaranties. The Borrower shall not, and shall not permit any of the Guarantors to, at any time Guarantyguarantee, or assume, be obligated with respect to, or permit to be outstanding any Guaranty of, any obligation of any other Person other than (a) under any Loan Document, (b) obligations under agreements to indemnify Persons who have issued bid or performance bonds or letters of credit issued in lieu of such bonds in the ordinary course of business of such RMG Rainbow Company securing performance by any RMG Rainbow Company of activities otherwise permissible hereunder, (c) a guaranty by endorsement of negotiable instruments for collection in the ordinary course of business, (d) the guaranty obligations of the Borrower arising in respect of the Cubs Guaranty and the Sportsvision Guaranty, so long as (i) such obligations do not exceed in the aggregate $450,000,000 at any time during the term of 87 this Agreement without the prior written consent of the Arrangers, (ii) such obligations are unsecured, (iii) the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, do not provide for acceleration of the obligations thereunder, and (iv) none of the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, shall be amended or modified during the term of this Agreement, without the prior written consent of the Arrangers, if the effect of such amendment or modification would be to increase the amount of the Borrower's obligations under either the Cubs Guaranty or the Sportsvision Guaranty, (e) the Janus Guaranty, (f) the Sterling Digital Guaranty, (gf) Guaranties constituting Investments permitted to be made pursuant to Section 8.2(c), and (hg) those Guaranties described on SCHEDULE 8.6 attached hereto (as such schedule may be amended by the Borrower from time to time), undertaken in the ordinary course of business of the RMG Rainbow Companies, including, without limitation, Guaranties issued for purposes of securing (i) programming or transponder rights, (ii) production, sports team and product related arrangements, (iii) affiliation agreements, (iv) advertising representation agreements, marketing and service arrangements, or (v) real estate leases, and extensions, replacements and modifications of the foregoing foregoing, PROVIDED that the aggregate amount of all such Guaranties under this Section 8.6(h8.6(g) at any time outstanding does not exceed $25,000,000.

Limitation on Guaranties. The Borrower AGCO shall not, and shall not permit any of the Guarantors its Restricted Subsidiaries to, at any time Guaranty, or assume, be obligated with respect to, or permit to be outstanding any Guaranty of, of any obligation of any other Person Person, other than (a) under any Loan Document, (b) obligations under agreements to indemnify Persons who have issued bid or performance bonds or letters of credit issued in lieu of such bonds in the ordinary course of business of such RMG Company AGCO or any Restricted Subsidiary securing performance by any RMG Company AGCO or such Restricted Subsidiary of activities otherwise permissible hereunder, (c) a guaranty by endorsement of negotiable instruments for collection in the ordinary course of business, (d) the guaranty obligations guaranties by AGCO of the Borrower arising in respect of the Cubs Guaranty Interest Hedge Agreements and the Sportsvision Guaranty, so long as (i) such obligations do not exceed in the aggregate $450,000,000 at Foreign Exchange Arrangements that any time during the term of this Agreement without the prior written consent of the Arrangers, (ii) such obligations are unsecured, (iii) the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, do not provide for acceleration of the obligations thereunder, and (iv) none of the terms of the Cubs Guaranty and the Sportsvision Guaranty, and the programming rights agreements underlying such Guaranties, shall be amended or modified during the term of this Agreement, without the prior written consent of the Arrangers, if the effect of such amendment or modification would be to increase the amount of the Borrower's obligations under either the Cubs Guaranty or the Sportsvision GuarantyRestricted Subsidiary may enter into with any financial institution, (e) guaranties by AGCO or any Restricted Subsidiary of (i) financing provided to retail purchasers (whether directly or indirectly through dealers) of Inventory of AGCO or its Restricted Subsidiaries or (ii) 113 lines of credit of dealers conducting business in Brazil and financing for retail purchasers in Brazil or Argentina of products manufactured by AGCO or its Restricted Subsidiaries, provided, in the Janus Guaranty, case of (fi) the Sterling Digital Guaranty, (g) Guaranties constituting Investments permitted to be made pursuant to Section 8.2(c), and (hii) those Guaranties described on SCHEDULE 8.6 attached hereto (as above, such schedule may be amended by the Borrower from time to time), undertaken guaranties are in the ordinary course of business and in accordance with the past practices of AGCO, Target and their respective Subsidiaries, (f) guaranties by AGCO of payment of fees, indemnification obligations and performance obligations of any Restricted Subsidiary under the RMG CompaniesSecuritization Documents, including(g) guaranties by AGCO or any other Restricted Subsidiary of obligations (other than obligations constituting Funded Debt) of any Restricted Subsidiary incurred in the ordinary course of such Restricted Subsidiary's business, without limitation(h) contingent repurchase obligations of AGCO of Inventory, Guaranties issued for purposes the lease or purchase of securing which is financed by a Finance Company, (i) programming guaranties by AGCO or transponder rightsany Restricted Subsidiary of Indebtedness of AGCO or any Restricted Subsidiary permitted under clauses (b), (iih) production, sports team and product related arrangementsor (i) of Section 7.1, (iiij) affiliation agreements, (iv) advertising representation agreements, marketing and service arrangements, or (v) real estate leasesguaranties by English Subsidiary Two of the pension obligations of English Subsidiary One, and extensions, replacements and modifications of the foregoing PROVIDED that the (k) other unsecured guarantees in an aggregate amount of all such Guaranties under this Section 8.6(h) at any time outstanding does not exceed exceeding U.S. $25,000,0005,000,000.