Guarantor Release Date definition

Guarantor Release Date shall have the meaning given to such term in Section 8.4(b)(i).
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Guarantor Release Date means the earlier to occur of (i) the Closing Date and (ii) the date upon which all amounts due by VIA Holdco, Inc. to the Lender under this Agreement are satisfied or discharged;
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Guarantor Release Date means, with respect to any Guarantor (other than any Parent Guarantor), the date, if any, upon which the Parent delivers to the Administrative Agent and the Lenders a certificate of a Responsible Offer of the Parent (in form and substance reasonably acceptable to the Administrative Agent) certifying that as of the date of such certificate and after giving effect to the proposed release therein, (i) no Default or Event of Default exists prior to or after giving effect to such release, (ii) all the representations and warranties in the Loan Documents are and shall be true and correct in all material respects as of the date of such release (except for any representation made as of a specified earlier date, in which case such representation shall be true and correct in all material respects as of such earlier date and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents), and (iii) such Guarantor to be released is not a borrower or guarantor of, or otherwise obligated in respect of, any other Recourse Indebtedness.
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Examples of Guarantor Release Date in a sentence

  • Immediately upon the occurrence of a Collateral and Guarantor Release Date, the Liens in favor of the Collateral Agent in the Collateral shall automatically be released.

  • Failure to maintain either or both of the Minimum Net Worth and/or the Minimum Liquidity Standard following the Individual Guarantor Release Date shall constitute an Event of Default under the Loan, but shall not, by itself, result in personal liability of REIT Guarantor under this Guaranty.

  • From and after the Individual Guarantor Release Date (as defined below), REIT Guarantor shall provide reasonably satisfactory evidence to Lender every six (6) months to establish compliance with the Minimum Net Worth and Minimum Liquidity Standard.

  • As of the Guarantor Release Date, Landlord and Tenant agree that the Guaranty is fully extinguished and of no further force and effect.

  • Any reasonable costs or expenses incurred by Lender with respect to this Section 20 (including reasonable attorney’s fees) shall be paid by Borrower or Guarantor on or prior to the Individual Guarantor Release Date as a condition for such release.

  • Xxxxxx XX and MDP shall be automatically released from their obligations under this Agreement on the Guarantor Release Date (as such term is defined in the Guaranty).

  • Notwithstanding anything to the contrary contained in the immediately preceding sentence, it is acknowledged and agreed that, from and after the occurrence of the Guarantor Release Date (if same occurs), the releases of Guarantors and Pledgors who are Released Guarantors from the Guaranty and the Pledge and Security Agreement shall be effected in accordance with the provisions of Section 11 of Part I of this Amendment.

  • The obligations of any Guarantor under the Guaranty shall automatically terminate in accordance with Section 12.11 of the Credit Agreement or if the Guarantor Release Date has occurred for such Guarantor.


More Definitions of Guarantor Release Date

Guarantor Release Date has the meaning given that term in Section 7.13(c).
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Guarantor Release Date means the earlier of (a) the date on which SETA acquires all of the outstanding Aerodrome Owned B Shares and (b) the merger of Aerodrome with and into the TL Borrower is consummated as permitted pursuant to Section 7.03.
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Guarantor Release Date means, with respect to any Guarantor (other than the Parent), the date, if any, upon which such Guarantor no longer serves as a “Guarantor” under and as defined in the Term Loan Agreement.
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Related to Guarantor Release Date

  • Collateral Release Date shall have the meaning provided in Section 10.15(d).

  • Debtor Release means the release given on behalf of the Debtors and their Estates to the Released Parties as set forth in Article VIII.D of the Plan.

  • Guarantor Request and "Guarantor Order" mean, respectively, a written request or order, as the case may be, signed in the name of the Guarantor by the Chairman of the Board, a Vice Chairman, the President or a Vice President, and by the Treasurer or an Assistant Treasurer, the Secretary or an Assistant Secretary, of the Guarantor and delivered to the Trustee.

  • Release Date means the date on which the Initial Shares are disbursed from escrow pursuant to Section 3 of that certain Stock Escrow Agreement dated as of the date hereof by and among the Investors and Continental Stock Transfer & Trust Company.

  • Guarantor Payment Date means (a) prior to the delivery of a Guarantor Default Notice, the date falling on the 18th day of each month or, if such day is not a Business Day, the immediately following Business Day; and (b) following the delivery of a Guarantor Default Notice, any day on which any payment is required to be made by the Representative of the Covered Bondholders in accordance with the Post-Enforcement Priority of Payments, the relevant Final Terms and the Intercreditor Agreement;

  • Escrow Release Date means the date of the Escrow Release.

  • Minor Release means a minor update or upgrade to the Software (including service releases or bug fixes), identified by Bosch by a change in the second or following digit in the release number (e.g. change from version 2.1 to 2.2 or 2.2.1 to 2.2.2.).

  • U.S. Subsidiary Guarantor means each U.S. Subsidiary which has executed and delivered to the U.S. Administrative Agent the U.S. Subsidiary Guaranty (or a supplement thereto).

  • Guarantor Senior Debt of a Subsidiary Guarantor means all Obligations with respect to any Indebtedness of such Subsidiary Guarantor, whether outstanding on the Issue Date or thereafter created, incurred or assumed, unless, in the case of any particular Indebtedness, the instrument creating or evidencing the same or pursuant to which the same is outstanding expressly provides that such Indebtedness shall be on a parity with or subordinated in right of payment to such Subsidiary Guarantor's Guarantee. Without limiting the generality of the foregoing, (x) "Guarantor Senior Debt" shall include the principal of, premium, if any, and interest on all Obligations of every nature of such Subsidiary Guarantor from time to time owed to the lenders under the Partnership Credit Facility, including, without limitation, principal of and interest on, and all fees, indemnities and expenses payable by such Subsidiary Guarantor under, the Partnership Credit Facility, and (y) in the case of amounts owing by such Subsidiary Guarantor under the Partnership Credit Facility and guarantees of Designated Senior Indebtedness, "Guarantor Senior Debt" shall include interest accruing thereon subsequent to the occurrence of any Event of Default specified in clause (h) or (i) of Section 6.01 relating to such Subsidiary Guarantor, whether or not the claim for such interest is allowed under any applicable Bankruptcy Law. Notwithstanding the foregoing, "Guarantor Senior Indebtedness" shall not include (i) Indebtedness evidenced by the Notes or the Guarantees, (ii) Indebtedness that is expressly subordinate or junior in right of payment to any other Indebtedness of such Subsidiary Guarantor, (iii) any liability for federal, state, local or other taxes owed or owing by such Subsidiary Guarantor, (iv) Indebtedness of such Subsidiary Guarantor to the Partnership or a Subsidiary of the Partnership or any other Affiliate of the Partnership, (v) any trade payables of such Subsidiary Guarantor, and (vi) any Indebtedness which is incurred by such Subsidiary Guarantor in violation of this Indenture.

  • Major Release means a major update or upgrade to the Software, which includes significant enhancements and/or a major redesign of the Software, identified by Bosch by a change to the first digit in the release number (e.g. change from version 2.0 to 3.0).

  • Guarantor Payment as defined in Section 5.11.3.

  • Restriction Release Date means such date, after the Effective Date, that the Board of Directors determines in good faith that it is in the best interests of the Corporation and its stockholders for the transfer restrictions set forth in this Article 4 to terminate.

  • Non-Guarantor Restricted Subsidiary means any Restricted Subsidiary that is not a Subsidiary Guarantor.

  • Guarantor of Payment means each of the Companies set forth on Schedule 2 hereof, that are each executing and delivering an Amended and Restated Guaranty of Payment, or any other Person that shall deliver a Guaranty of Payment to Agent subsequent to the Effective Date.

  • Guarantor Joinder means a joinder by a Person as a Guarantor under the Loan Documents in the form of Exhibit 1.1(G)(1).

  • Guarantor means: .............................................................................................................................................

  • Subsidiary Guarantor means, collectively, the Subsidiaries of the Borrower that are Guarantors.

  • Guarantor Subsidiary means each Guarantor other than Holdings.

  • Collateral Release Period means each period commencing with the occurrence of a Collateral Release Event and continuing until the occurrence of the next Collateral Reinstatement Event, if any, immediately following such Collateral Release Event.

  • Guarantor Subordinated Obligation means, with respect to a Subsidiary Guarantor, any Indebtedness of such Subsidiary Guarantor (whether outstanding on the Issue Date or thereafter Incurred) which is expressly subordinate in right of payment to the obligations of such Subsidiary Guarantor under its Subsidiary Guarantee pursuant to a written agreement.

  • Specified Subordinated Amount Prior to the Stepdown Date, an amount equal to 0.50% of the Cut-off Date Pool Principal Balance. On and after the Stepdown Date, an amount equal to 1.00% of the aggregate Stated Principal Balance of the Mortgage Loans for such Distribution Date, subject, until the Class Certificate Balance of each Class of LIBOR Certificates has been reduced to zero, to a minimum amount equal to 0.50% of the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-off Date; provided, however, that if, on any Distribution Date, a Trigger Event exists, the Specified Subordinated Amount shall not be reduced to the applicable percentage of the then current aggregate Stated Principal Balance of the Mortgage Loans until the Distribution Date on which a Trigger Event no longer exists. When the Class Certificate Balance of each Class of LIBOR Certificates has been reduced to zero, the Specified Subordinated Amount will thereafter equal zero. Sponsor: Sutton Funding LLC, a Delaware limited liability company, and its succexxxxx in interest.

  • Guarantor Event of Default means the occurrence of any “Event of Default” under and as defined in the Performance Guaranty.

  • Additional Subsidiary Guarantor means each Person that becomes a Subsidiary Guarantor after the Closing Date by execution of an Accession Agreement as provided in Section 6.12.

  • Wholly Owned Subsidiary Guarantor any Subsidiary Guarantor that is a Wholly Owned Subsidiary of the Borrower.

  • Guarantor Senior Indebtedness shall not include (a) Indebtedness evidenced by the Note Guarantee of such Note Guarantor, (b) Indebtedness that is pari passu with or expressly subordinated or junior in right to payment to any Guarantor Senior Indebtedness of such Note Guarantor, (c) Indebtedness which, when incurred and without respect to any election under Section 1111(b) of Xxxxx 00, Xxxxxx Xxxxxx Code, is by its terms without recourse to such Note Guarantor, (d) any repurchase, redemption or other obligation in respect of Redeemable Capital Stock of such Note Guarantor, (e) to the extent it might constitute Indebtedness, amounts owing for goods, materials or services purchased in the ordinary course of business or consisting of trade payables or other current liabilities (other than any current liabilities owing under the Credit Agreement Obligations or the current portion of any long-term Indebtedness which would constitute Guarantor Senior Indebtedness but for the operation of this clause (e)), (f) to the extent it might constitute Indebtedness, amounts owed by such Note Guarantor for compensation to employees or for services rendered to such Note Guarantor, (g) to the extent it might constitute Indebtedness, any liability for federal, state, local, foreign or other taxes owed or owing by such Note Guarantor, (h) Indebtedness of such Note Guarantor to a Subsidiary of the Company and (i) that portion of any Indebtedness of such Note Guarantor which at the time of Incurrence is Incurred in violation of this Indenture; provided, however, that such Indebtedness shall be deemed not to have been Incurred in violation of this Indenture for purposes of this clause (i) if (x) the holder(s) of such Indebtedness or their representative or such Note Guarantor shall have furnished to the Trustee an opinion of recognized independent legal counsel, unqualified in all material respects, addressed to the Trustee (which legal counsel may, as to matters of fact, rely upon an Officers' Certificate of such Note Guarantor) to the effect that the Incurrence of such Indebtedness does not violate the provisions of this Indenture or (y) such Indebtedness consists of Credit Agreement Obligations, and the holder(s) of such Indebtedness or their agent or representative (1) had no actual knowledge at the time of Incurrence that the Incurrence of such Indebtedness violated this Indenture and (2) shall have received a certificate from an Officer of such Note Guarantor to the effect that the Incurrence of such Indebtedness does not violate the provisions of this Indenture.

  • Guarantor Subordinated Obligations means, with respect to a Subsidiary Guarantor, any Indebtedness of such Subsidiary Guarantor (whether outstanding on the Issue Date or thereafter Incurred) that is expressly subordinated in right of payment to the obligations of such Subsidiary Guarantor under its Subsidiary Guarantee pursuant to a written agreement.