Examples of PAA Guaranty in a sentence
PAA, by its signature hereto, represents and warrants that PAA has no defense to the enforcement of the PAA Guaranty, and that according to its terms the PAA Guaranty will continue in full force and effect to guaranty each Borrower’s Obligations and the other amounts described in the PAA Guaranty following execution of this Amendment.
The obligations of PAA under this paragraph shall survive termination of this PAA Guaranty.
Without limiting the generality of the foregoing, PAA consents to the taking of, or failure to take, any action by the Lender Parties which might in any manner or to any extent vary the risks of PAA under this PAA Guaranty or which, but for this provision, might operate as a discharge of PAA.
PAA agrees that, upon the occurrence and during the continuation of an Event of Default, the payment of all Indebtedness of any Borrower owing to PAA, whether now existing or hereafter arising, including but not limited to any obligation of any Borrower to PAA as subrogee of the Lender Parties or resulting from PAA’s performance under this PAA Guaranty, shall be subordinated to the indefeasible payment in full in cash of all payment Obligations of the Borrowers.
The obligations of PAA hereunder are those of primary obligor, and not merely as surety, and are independent of the Obligations of each Borrower and the obligations of any other guarantor, and a separate action may be brought against PAA to enforce this PAA Guaranty whether or not any Borrower or any other person or entity is joined as a party.
PAA shall not exercise any right of subrogation, contribution, indemnity, reimbursement or similar rights with respect to any payments it makes under this PAA Guaranty until all of the Obligations of the Borrowers and any amounts payable under this PAA Guaranty have been indefeasibly paid in full and the Commitments are terminated.
PAA expressly waives all setoffs and counterclaims and all presentments, demands for payment or performance, notices of nonpayment or nonperformance, protests, notices of protest, notices of dishonor and all other notices or demands of any kind or nature whatsoever with respect to the Obligations of any Borrower, and all notices of acceptance of this PAA Guaranty or of the existence, creation or incurrence of new or additional Obligations of any Borrower.
This PAA Guaranty is a continuing and irrevocable guaranty of all payment Obligations of each Borrower now or hereafter existing and shall remain in full force and effect until all payment Obligations of each Borrower are indefeasibly paid in full in cash and the Commitments with respect to each Borrower are terminated.
PAA agrees that, upon the occurrence and during the continuation of an Event of Default, the payment of all Indebtedness of the Borrower owing to PAA, whether now existing or hereafter arising, including but not limited to any obligation of the Borrower to PAA as subrogee of the Lender Parties or resulting from PAA’s performance under this PAA Guaranty, shall be subordinated to the indefeasible payment in full in cash of all payment Obligations.
Favorable opinions of Txx Xxxxx, Esq., General Counsel for Borrower and PAA, and Fulbright & Jxxxxxxx L.L.P., special Texas and New York counsel to Borrower and PAA, with respect to this Amendment and the PAA Guaranty.