LOAN AGREEMENT AND PERFORMANCE BONDS Sample Clauses

LOAN AGREEMENT AND PERFORMANCE BONDS. On the date of Closing, the Purchaser and Newco shall cause Aqua-Chem to pay off all amounts owed to its existing lenders pursuant to the Loan Agreement between Aqua-Chem and such lenders to close this transaction. The Purchaser, Newco and Aqua-Chem shall use their best efforts to cause LAH and the LAH Related Parties to be released (and it shall be a condition to the obligations of the Sellers to close this transaction that LAH and all related parties be released) from any guarantees or backing in any way of obligations of Aqua-Chem or any of its subsidiaries, including performance bonds outstanding on the date of Closing and, in the event they are unable to obtain a release and Sellers waive their condition to Closing, the Purchaser, Newco and Aqua-Chem, from and after the date of Closing, shall indemnify and hold harmless LAH and the LAH Related Parties from any and all liabilities, damages and expenses (including reasonable attorneys' fees) incurred by any of them in connection with such performance bonds or other obligations. The Purchaser, Newco and Aqua-Chem, prior to the date of the Closing, shall take any and all actions necessary to cause the LAH guarantee of performance bonds to be terminated as to any performance bonds to be issued on or after the date of Closing.
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Related to LOAN AGREEMENT AND PERFORMANCE BONDS

  • Guaranty of Payment and Performance Guarantor’s obligations under this Guaranty constitute an unconditional guaranty of payment and performance and not merely a guaranty of collection.

  • Payment and Performance The Borrower will pay all amounts due under the Loan Documents in accordance with the terms thereof and will observe, perform and comply with every covenant, term and condition expressed or implied in the Loan Documents. The Borrower will cause each other Loan Party to observe, perform and comply with every such term, covenant and condition in any Loan Document.

  • Payment and Performance of Obligations Pay and perform all material Obligations under this Agreement and the other Loan Documents, and pay or perform (a) all taxes, assessments and other governmental charges that may be levied or assessed upon it or any of its property, and (b) all other indebtedness, obligations and liabilities in accordance with customary trade practices; except to the extent that IPT or the Borrower is contesting any item described in clauses (a) or (b) of this Section 7.5 in good faith and is maintaining adequate reserves with respect thereto in accordance with GAAP.

  • PAYMENT AND PERFORMANCE OF LIABILITIES The Borrowers shall pay each payment Liability when due (or when demanded, if payable on demand) and shall promptly, punctually, and faithfully perform each other Liability.

  • Payment of Indebtedness and Performance of Obligations The Borrower shall pay and discharge when due all lawful Indebtedness, obligations and claims for labor, materials and supplies or otherwise which, if unpaid, could reasonably be expected to (a) have a Material Adverse Effect on the Borrower or (b) give rise to the imposition of a Lien (other than a Permitted Lien) upon the property of the Borrower, unless and to the extent only that the validity of such Indebtedness, obligation or claim shall be contested in good faith and by appropriate proceedings diligently conducted by or on behalf of the Borrower, and provided that such reserve or other appropriate provision as shall be required in accordance with Applicable Accounting Principles shall have been made therefor.

  • Debt and Guaranty Obligations Schedule 7.1(t) is a complete and correct listing of all Debt and Guaranty Obligations of the Borrower and its Subsidiaries as of the Closing Date in excess of $1,000,000. The Borrower and its Subsidiaries have performed and are in compliance in all material respects with all of the terms of such Debt and Guaranty Obligations and all instruments and agreements relating thereto, and no default or event of default, or event or condition which with notice or lapse of time or both would constitute such a default or event of default on the part of the Borrower or any of its Subsidiaries exists with respect to any such Debt or Guaranty Obligation.

  • Credit Agreement; Guarantee and Collateral Agreement The Administrative Agent shall have received (i) this Agreement, executed and delivered by the Administrative Agent, Holdings, the Borrower and each Person listed on Schedule 1.1A and (ii) the Guarantee and Collateral Agreement, executed and delivered by Holdings, the Borrower and each Subsidiary Guarantor.

  • Loan Agreement and Note Lender shall have received a copy of this Agreement and the Note, in each case, duly executed and delivered on behalf of Borrower.

  • Guaranty of the Obligations Subject to the provisions of Section 7.2, Guarantors jointly and severally hereby irrevocably and unconditionally guaranty to Administrative Agent for the ratable benefit of the Beneficiaries the due and punctual payment in full of all Obligations when the same shall become due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. § 362(a)) (collectively, the “Guaranteed Obligations”).

  • Capacity and Performance (a) During the term hereof, the Executive shall serve the Company as its Vice President and Chief Operating Officer. In addition, and without further compensation, the Executive shall serve as a director of the Company, if so elected by the stockholders of the Company, and shall serve as a director of one or more of the Company’s Affiliates if so elected from time to time.

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