Co-Guarantor definition
Examples of Co-Guarantor in a sentence
Each Co-Guarantor, in order to describe the terms and conditions under which the Collateral will be held by the Lender, shall execute and deliver to the Lender, in form and substance satisfactory to the Lender, any and all security agreements, financing statements, and any other documents relating to any security as the Lender shall require from time to time (all herein together with the Note and this Agreement referred to collectively as the "Security Documents").
The Borrower shall cause to be duly executed and delivered to the Lender the unlimited guaranty of each Co-Guarantor, whereby each Co-Guarantor guarantees the Borrower's obligations under the Note, this Agreement and the Security Documents as hereinafter defined.
If Lender performs any of the actions described in this paragraph, then each of Guarantors' liability shall continue in full force and effect even if Lender's actions impair, diminish or eliminate Guarantors' subrogation, contribution or reimbursement rights (if any) against Borrower or any Co-Guarantor, or otherwise adversely affect any of Guarantors or expand any of Guarantors' liability hereunder.
The Indenture Trustee shall be accountable only for amounts that it actually receives as a result of the exercise of such powers, and neither any of its officers, directors, employees or agents shall be responsible to the Co-Guarantor for any act or failure to act hereunder, except for their own gross negligence or willful misconduct.
The Co-Guarantor will not, except upon prior written notice to the Indenture Trustee and delivery to the Indenture Trustee of all additional financing statements and other documents reasonably requested by the Indenture Trustee or as otherwise necessary to maintain the validity, perfection and priority of the security interests provided for herein, (i) change its jurisdiction of organization from that referred to in Section 4.3 or (ii) change its name.
The guarantee provided hereunder is a guarantee of payment when due and not of collectability, and is a primary obligation of the Co-Guarantor and not merely a contract of surety.
Guarantor's Obligations are direct and unconditional and may be enforced without requiring Lender to exercise, enforce, or exhaust any right or remedy against any Borrower, Co-Guarantor, third party or any security or collateral.
Pursuant to any applicable law, the Co-Guarantor authorizes the Indenture Trustee to file or record financing statements and other filing or recording documents or instruments (however, the Indenture Trustee shall not have the duty or obligation to file or record) with respect to the Collateral without the signature of the Co-Guarantor in such form and in such offices as required to perfect the security interests of the Indenture Trustee under this Agreement.
All notices, requests and demands to or upon the Indenture Trustee or the Co-Guarantor hereunder shall be effected in the manner provided for in the Indenture; provided that any such notice, request or demand to or upon the Co-Guarantor shall be addressed to the Co-Guarantor at its notice address set forth on Schedule 1.
To the extent that Buyer collects or receives any sums or payments from Seller or any Co-Guarantor, Buyer shall apply such amounts first to that portion of Seller’s obligations to Buyer (if any) that is covered by this Guaranty.