SUBSIDIARY GUARANTEESubsidiary Guarantee • September 29th, 2023 • High Wire Networks, Inc. • Telephone communications (no radiotelephone) • New York
SUBSIDIARY GUARANTEE, dated as of September __, 2023 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”), to that certain Securities Purchase Agreement, dated as of the date hereof, by and among High Wire Networks, Inc., a Delaware corporation (the “Company”), and the Purchasers (the “Purchase Agreement”).
EXHIBIT D SUBSIDIARY GUARANTEE SUBSIDIARY GUARANTEE, dated as of September 8, 2008 (this "GUARANTEE"), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the "GUARANTORS"), in...Subsidiary Guarantee • September 9th, 2008 • Metalink LTD • Semiconductors & related devices • New York
SUBSIDIARY GUARANTEESubsidiary Guarantee • January 27th, 2020 • Cardax, Inc. • Pharmaceutical preparations • New York
This SUBSIDIARY GUARANTEE, dated as of January _, 2020 (this “Guarantee”), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of Harbor Gates Capital, LLC (together with their permitted assigns, the “Secured Parties”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • January 29th, 2016 • POSITIVEID Corp • Laboratory analytical instruments • New York
SUBSIDIARY GUARANTEE, dated as of January 28, 2016 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Purchaser signatory (together with their permitted assigns, the “Purchaser”) to that certain Securities Purchase Agreement, dated as of the date hereof, between PositiveID Corporation, a Delaware corporation (the “Company”) and the Purchaser.
Exhibit 4.26 SUBSIDIARY GUARANTEESubsidiary Guarantee • March 8th, 2002 • Raci Holding Inc • Ordnance & accessories, (no vehicles/guided missiles) • New York
SUBSIDIARY GUARANTEESubsidiary Guarantee • June 15th, 2012 • Adamis Pharmaceuticals Corp • Pharmaceutical preparations • New York
SUBSIDIARY GUARANTEE, dated as of June ___, 2012 (this “Guarantee”), made by Adamis Corporation, a Delaware corporation, Adamis Laboratories, Inc., a Delaware corporation, and Adamis Viral Therapies, Inc., a Delaware corporation (collectively and together with any other entity that may become a party hereto as provided herein, the “Guarantor”, and together with the Company (as defined below), the “Debtors”), in favor of the purchaser (including such purchaser’s successors, transferees and assigns, the “Purchaser”) signatory to the Purchase Agreement (as defined below).
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 23rd, 2011 • Luxottica Group Spa • Ophthalmic goods • New York
THIS SUBSIDIARY GUARANTEE, dated as of December 15, 2011 (the “Subsidiary Guarantee”) and granted by the companies listed on Annex A hereto, together with each other Person which from time to time executes and delivers an instrument of accession substantially in the form attached hereto as Annex B (each a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”), to each of the purchasers set forth on Schedule A to the Note Purchase Agreement (as defined below), as purchasers (herein, each, including its respective successors and assigns duly registered in accordance with Section 14.1 of the Note Purchase Agreement referred to below, a “Noteholder” and, together, the “Noteholders”) of the U.S.$350,000,000 aggregate principal amount of 4.35% Series I Senior Guaranteed Notes due 2021 (the “Notes”) of Luxottica U.S. Holdings Corp., a corporation incorporated in Delaware (the “Company”), issued pursuant to the Note Purchase Agreement, dated December 15, 2011 (herein, as the sam
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 10th, 2020 • Taronis Fuels, Inc. • Special industry machinery, nec • New York
SUBSIDIARY GUARANTEE, dated as of __, 2020 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, by and among Taronis Fuels, Inc., a Delaware corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEE CompUSA PC Operating Company, a Delaware business trust ("Guarantor"), hereby executes this Subsidiary Guarantee (this "Subsidiary Guarantee") on behalf of its ultimate parent entity, CompUSA Inc., a Delaware corporation, in...Subsidiary Guarantee • September 15th, 1999 • Compusa Inc • Retail-computer & computer software stores
CompUSA PC Operating Company, a Delaware business trust ("Guarantor"), hereby executes this Subsidiary Guarantee (this "Subsidiary Guarantee") on behalf of its ultimate parent entity, CompUSA Inc., a Delaware corporation, in connection with that certain Indenture (the "Indenture") dated as of June 17, 1993, among CompUSA Inc., a Delaware corporation (the "Company"), certain of its subsidiaries (collectively, with the Guarantor, the "Guarantors") and U.S. Trust Company of Texas, N.A. (the "Trustee"). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to them in the Indenture.
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 8th, 2022 • Isun, Inc. • Semiconductors & related devices • Delaware
SUBSIDIARY GUARANTEE, dated as of November 4, 2022 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between iSun, Inc., a Delaware corporation (the “Company”), and the Purchasers.
SUBSIDIARY GUARANTEESubsidiary Guarantee • June 8th, 2020 • Allied Esports Entertainment, Inc. • Services-amusement & recreation services • New York
SUBSIDIARY GUARANTEE, dated as of June 8, 2020 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Allied Esports Entertainment Inc., a Delaware corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 19th, 2017 • PlayAGS, Inc. • Miscellaneous manufacturing industries • New York
This SUBSIDIARY GUARANTEE dated and effective as of June 6, 2017 (as amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) by and among each Subsidiary listed on the signature page hereof and each other Subsidiary that becomes a party hereto after the date hereof (each a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors”) and JEFFERIES FINANCE LLC, as collateral agent (together with its successors and permitted assigns in such capacity, the “Agent”) for the Secured Parties (as defined below).
SUBSIDIARY GUARANTEESubsidiary Guarantee • April 17th, 2015 • Directview Holdings Inc • Communications services, nec • New York
SUBSIDIARY GUARANTEE, dated as of April 8, 2015 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Purchaser signatory (together with their permitted assigns, the “Purchaser”) to that certain Securities Purchase Agreement, dated as of the date hereof, between DirectView Holdings, Inc., a Nevada corporation (the “Company”) and the Purchaser.
SUBSIDIARY GUARANTEESubsidiary Guarantee • October 13th, 2023 • NightFood Holdings, Inc. • Sugar & confectionery products • Nevada
This SUBSIDIARY GUARANTEE (the “Guarantee”), dated as of May 31, 2023, is made by Nightfood, Inc., a New York corporation, and MJ Munchies, Inc., a Nevada corporation (the “Guarantors”), Nightfood Holdings, Inc., a Nevada corporation (the “Company”), and Mast Hill Fund, L.P., a Delaware limited partnership (the “Purchaser”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • February 18th, 2020 • ASTROTECH Corp • Laboratory analytical instruments • Texas
SUBSIDIARY GUARANTEE, dated as of February 13, 2020 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holder of the secured promissory note issued by Astrotech Corporation, a Delaware corporation (the “Company”) due September 5, 2020, in the original aggregate principal amount of $1,000,000 (the “Note”) (together with his permitted assigns, the “Lender”).
Exhibit 10.4 SUBSIDIARY GUARANTEE Subject to Section 11.04 of that certain Indenture (as supplemented, the "Indenture"), dated as of July 1, 1997, by and among Polymer Group, Inc., a Delaware corporation, the Guarantors named therein and Harris Trust...Subsidiary Guarantee • August 14th, 2001 • Polymer Group Inc • Broadwoven fabric mills, man made fiber & silk
Subject to Section 11.04 of that certain Indenture (as supplemented, the "Indenture"), dated as of July 1, 1997, by and among Polymer Group, Inc., a Delaware corporation, the Guarantors named therein and Harris Trust and Savings Bank, as Trustee, _______________________, a ______________ corporation ("_____"), hereby unconditionally, jointly and severally, guarantees with the other Guarantors under the Indenture, to each Holder of a Security authenticated by the Trustee and to the Trustee and its successors and assigns that: the principal of and interest on the Securities will be promptly paid in full when due, subject to any applicable grace period, whether at maturity, by acceleration or otherwise, and interest on the overdue principal and interest on any overdue interest on the Securities, to the extent lawful, and all other obligations of the Company to the Holders or the Trustee under the Indenture or under the Securities will be promptly paid in full or performed, all in accordan
AMENDED AND RESTATED SUBSIDIARY GUARANTEESubsidiary Guarantee • April 15th, 2008 • Heartland Oil & Gas Corp • Bituminous coal & lignite surface mining • New York
AMENDED AND RESTATED SUBSIDIARY GUARANTEE, dated as of August 16, 2007, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of Sheridan Asset Management LLC (the “Lender”) pursuant to that certain Loan Agreement, dated as of April 6, 2007, between Universal Property Development and Acquisition Corporation, a Nevada corporation (“UPDA”) and the Lender and that certain Loan Agreement dated as of August 16, 2007 between UPDA, and the Lender.
SUBSIDIARY GUARANTEESubsidiary Guarantee • February 5th, 2024 • Nauticus Robotics, Inc. • General industrial machinery & equipment, nec • New York
This SUBSIDIARY GUARANTEE (this “Guarantee”) is made as of January 30, 2024, by NAUTICUS ROBOTICS HOLDINGS, INC. (F/K/A NAUTICUS ROBOTICS, INC.), a Texas corporation (together with its successors and assigns, “Nauticus Sub”), NAUTIWORKS LLC, a Delaware limited liability company (together with its successors and assigns, “NautiWorks”), NAUTICUS ROBOTICS FLEET LLC, a Delaware limited liability company (together with its successors and assigns, “Nauticus Fleet”) and NAUTICUS ROBOTICS USA LLC, a Delaware limited liability company (together with its successors and assigns, “Nauticus USA”, and together with Nauticus Sub, NautiWorks, Nauticus Fleet and any other entity that may become a party hereto as provided herein, collectively, the “Guarantors”, and each, a “Guarantor”), in favor of the lenders under the Loan Agreement (as defined below) and the Agent (as defined below) (including their respective successors, transferees and assigns, collectively, “Creditors”, each individually, a “Credi
SUBSIDIARY GUARANTEESubsidiary Guarantee • February 22nd, 2008 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
THIS SUBSIDIARY GUARANTEE, dated as of February 21, 2008 (this “Guarantee”), is by and among each of the undersigned subsidiaries (together with any other entity that may become an additional guarantor hereunder, the “Guarantors”) of Integrated BioPharma, Inc., a Delaware corporation (the “Company”), and CD Financial, LLC, in its capacity as collateral agent (in such capacity, the “Collateral Agent”), for the benefit of CD Financial, LLC (“Investor” and collectively with their permitted successors and assigns, the “Holders”) of the 9.5% Convertible Senior Secured Note (as amended, restated, supplemented or otherwise modified from time to time, the “Note”) issued as of the date hereof, pursuant to the Securities Purchase Agreement, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Securities Purchase Agreement”), by and between the Company and Investor. Capitalized terms used herein and not otherwise defined shall have the resp
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 30th, 2023 • Creatd, Inc. • Services-allied to motion picture production • New York
SUBSIDIARY GUARANTEE, dated as of December 11, 2022 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Creatd, Inc., a Nevada corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEESubsidiary Guarantee • February 11th, 2011 • Accentia Biopharmaceuticals Inc • Pharmaceutical preparations • New York
THIS SUBSIDIARY GUARANTEE, dated as of November 17, 2010 (this “Guarantee”), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holders (together with their permitted assigns, the “Holders”) of the 8.50% Secured Convertible Debentures Due May 17, 2012 (collectively, the “Debentures”) of Accentia Biopharmaceuticals, Inc., a Florida corporation (the “Company”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • September 2nd, 2003 • Water Pik Technologies Inc • Electric housewares & fans
GUARANTEE dated as of August 27, 2003, by Jandy Industries, Inc., a California corporation (the “Guarantor”), in favor of JPMorgan Chase Bank, a New York banking corporation, as administrative and collateral agent (“Agent”) for (i) the Lenders (the “Lenders”) named in Schedule 1.01 of the Amended and Restated Revolving Credit Agreement dated as of the date hereof, among Water Pik, Inc., Laars, Inc. and Water Pik Technologies Canada, Inc. (collectively, the “Borrowers”), the Agent, JPMorgan Chase Bank, Toronto Branch, as Canadian Agent, the Canadian Lenders party thereto and the Lenders (as amended, modified or supplemented from time to time in accordance with its terms, the “Credit Agreement”; capitalized terms used herein and not otherwise defined herein shall have the meanings attributed thereto in the Credit Agreement), (ii) itself and any other Lender as issuer of the Letters of Credit and itself as issuer of the LC Guaranties and (iii) the Persons (other than the Borrowers or Guar
SUBSIDIARY GUARANTEESubsidiary Guarantee • September 19th, 2022 • Creatd, Inc. • Services-allied to motion picture production • New York
SUBSIDIARY GUARANTEE, dated as of September 15, 2022 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Creatd, Inc., a Nevada corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEESubsidiary Guarantee • January 15th, 2010 • Adamis Pharmaceuticals Corp • Pharmaceutical preparations • New York
SUBSIDIARY GUARANTEE, dated as of January 11, 2010 (this “Guarantee”), made by Adamis Corporation, a Delaware corporation, Adamis Laboratories, Inc., a Delaware corporation, and Adamis Viral Therapies, Inc., a Delaware corporation (collectively and together with any other entity that may become a party hereto as provided herein, the “Guarantor”, and together with the Company (as defined below), the “Debtors”), in favor of the purchaser(s) (including such purchaser’s(s’) successors, transferees and assigns, the “Purchasers”) signatory to the Purchase Agreement (as defined below).
SUBSIDIARY GUARANTEESubsidiary Guarantee • July 2nd, 2007 • Aduromed Industries, Inc. • Hazardous waste management • New York
SUBSIDIARY GUARANTEE, dated as of June 27, 2007 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holders (the “Holders”) of those certain 12% Secured Promissory Notes (the “Notes”) made by Aduromed Industries, Inc. (the “Company”).
ARTICLE I DEFINITIONSSubsidiary Guarantee • November 7th, 2002 • Nebraska Book Co • Wholesale-miscellaneous nondurable goods • New York
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 29th, 2015 • POSITIVEID Corp • Laboratory analytical instruments • New York
SUBSIDIARY GUARANTEE, dated as of December 22, 2015 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Purchaser signatory (together with their permitted assigns, the “Purchaser”) to that certain Securities Purchase Agreement, dated as of the date hereof, between PositiveID Corporation, a Delaware corporation (the “Company”) and the Purchaser.
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 22nd, 2006 • Oxford Media, Inc. • Telephone communications (no radiotelephone) • New York
This SUBSIDIARY GUARANTEE, dated as of November __, 2006 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, (the “Guarantors”), in favor of the persons signatory (the “Subscribers”) to that certain Subscription Agreement, dated as of the date hereof between Oxford Media, Inc., a Nevada corporation (the “Company”) and the Subscribers.
FORM OF FIRST AMENDMENT TO SUBSIDIARY GUARANTEESubsidiary Guarantee • November 16th, 2015 • Xenetic Biosciences, Inc. • Pharmaceutical preparations
This First Amendment to Subsidiary Guarantee (this “Amendment”) dated as of ______________, 2015, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Purchaser (together with its permitted assigns, the “Purchaser”) signatory to that certain Securities Purchase Agreement, dated as of June 9, 2015, as amended, between Xenetic Biosciences, Inc., a Nevada corporation (the “Company”) and the Purchaser (the “Securities Purchase Agreement”) pursuant to which the Purchaser purchased from the Company a $3 million Ten Percent (10%) Senior Secured Collateralized Convertible Promissory Note (as amended, the “Original Note” or “Note”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • May 15th, 2012 • Chile Mining Technologies Inc. • Metal mining • New York
This SUBSIDIARY GUARANTEE dated as of May 8, 2012 (this "Guarantee"), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the "Guarantors"), in favor of the purchasers signatory (the "Investors") to that certain Securities Purchase Agreement, dated as of the date hereof (the “SPA”), between Chile Mining Technologies, Inc., a Nevada corporation (the "Company") and the Investors.
SUBSIDIARY GUARANTEESubsidiary Guarantee • December 1st, 2015 • Viscount Systems Inc • Communications equipment, nec • New York
SUBSIDIARY GUARANTEE, dated as of November 24, 2015 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holders (together with its permitted assigns, the “Holders”) to those certain promissory notes, dated as of the date hereof, between Viscount Systems, Inc., a Nevada corporation (the “Company”) and the Holders (each a “Note” and collectively, the “Notes”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • March 26th, 2008 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS SUBSIDIARY GUARANTEE, dated as of March 24, 2008, (this “Guarantee”), is by and among each of the undersigned subsidiaries (together with any other entity that may become an additional guarantor hereunder, the “Guarantors”) of Echo Therapeutics, Inc., a Minnesota corporation (the "Company”), for the benefit of Imperium Advisers, LLC, as collateral agent (in such capacity, the "Collateral Agent”), and the holders (the “Holders”) of the Original Issue Discount Senior Secured Notes (the “Notes”) issued as of the date hereof, pursuant to the Securities Purchase and Loan Agreement, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Securities Purchase Agreement”), by and between the Company and Imperium Master Fund, Ltd. (“Imperium”). Capitalized terms used herein and not otherwise defined shall have the respective meanings specified in the Securities Purchase Agreement. The Holders and the Collateral Agent are sometimes collec
SUBSIDIARY GUARANTEESubsidiary Guarantee • April 9th, 2020 • Amergent Hospitality Group, Inc • New York
SUBSIDIARY GUARANTEE, dated as of April 1, 2020 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of Oz Rey, LLC, a Texas limited liability company (together with its permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Amergent Hospitality Group, Inc., a Delaware corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEESubsidiary Guarantee • February 15th, 2017 • RiceBran Technologies • Grain mill products • New York
SUBSIDIARY GUARANTEE, dated as of February 13, 2017 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between RiceBran Technologies, a California corporation (the “Company”) and the Purchasers.
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 2nd, 2022 • Zerify, Inc. • Services-prepackaged software • Delaware
SUBSIDIARY GUARANTEE, dated as of October 21, 2022 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchaser signatory (together with its permitted assigns, the “Buyer”) to that certain Securities Purchase Agreement, dated as of the date hereof, by and among ZERIFY, INC., a Wyoming corporation (together with its successors and assigns, the “Company”), and the Buyer party thereto (as amended, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
