Subsidiary Guarantee and Security Agreement definition

Subsidiary Guarantee and Security Agreement means the Amended and Restated Subsidiary Guarantee and Security Agreement between the Subsidiaries of the Company listed on Schedule III hereto as of the Effective Date (other than Garrxxx, Xxiza Capital Trust II and Unrestricted Subsidiaries) and the Agent, substantially in the form of Exhibit C to this Agreement, as the same may be amended, modified and supplemented and in effect from time to time.
Sample 1
Subsidiary Guarantee and Security Agreement means the Subsidiary Guarantee and Security Agreement, substantially in the form of the Subsidiary Guarantee and Security Agreement attached hereto as Exhibit B, among the Subsidiary Guarantors and the Administrative Agent, as the same may be modified and supplemented and in effect from time to time.
Sample 1
Subsidiary Guarantee and Security Agreement means the Master Subsidiary Guarantee, Security Agreement, Collateral Assignment and Equity Pledge, dated as of September 19, 2001, among the Companies, as grantors; the Junior Agent, as collateral agent on behalf of AOL and its successors and assigns; and AOL.
Sample 1

Examples of Subsidiary Guarantee and Security Agreement in a sentence

  • O’Donovan JC, Donaldson JS, Morello FP, Pensler JM, Vogelzang RL, Bauer B.

  • A Supplemental Subsidiary Guarantee and Security Agreement, substantially in the form of Exhibit B hereto and duly executed by the Agent and the relevant Supplemental Guarantor, pursuant to which such Supplemental Guarantor shall create a first priority security interest in all of its personal Property in favor of the Agent for the benefit of the Lenders and the Facility A Lenders and the Facility B Lenders, except as otherwise provided herein or therein.

  • The New Note shall be issued to the Lender, and the Subsidiary Guarantee and Security Agreement shall be executed and delivered for the benefit of the Lender, all in exchange for the Existing Notes, without the payment of any additional consideration.

  • Description of Subsidiary Guarantee and Security Agreement At the first closing of the financing, the Company’s subsidiaries, Versatile Entertainment, Inc.

  • The Subsidiary Guarantee and Security Agreement, duly executed and delivered by each of the Subsidiary Guarantors in existence on the Effective Date.

  • Pursuant to Section 9.21(a) of the Credit Agreement, the Additional Subsidiary Guarantor hereby agrees to become a "Subsidiary Guarantor" for all purposes of the Credit Agreement, and a "Subsidiary Guarantor" and an "Issuer" for all purposes of the Subsidiary Guarantee and Security Agreement (and hereby supplements Annexes 1 through 6 to said Subsidiary Guarantee and Security Agreement as specified in Appendix A).

  • Each Guarantor hereby waives any claims against the Agent or any Lender arising by reason of the fact that the price at which the Collateral may have been sold at such a private sale was less than the price that might have been Subsidiary Guarantee and Security Agreement - 13 154 obtained at a public sale or was less than the aggregate amount of the Secured Obligations, even if the Agent accepts the first offer received and does not offer the Collateral to more than one offeree.

  • Dr. Anish Shah also received GE’s prestigious Lewis Latimer Award for outstanding utilisation of Six Sigma in developing a “Digital Cockpit.”He has diverse experience with global businesses beyond GE.

  • The New Subsidiary Guarantee and Security Agreement, duly executed and delivered by each of Xxxxxxx, Guest Choice and the Agent and the certificates (if any) identified under the name of the respective parties thereto in Annex 1 thereto, in each case accompanied by undated stock powers executed in blank.

  • A Supplemental Subsidiary Guarantee and Security Agreement, substantially in the form of Exhibit C-2 hereto and duly executed by the Agent and the relevant Supplemental Guarantor, pursuant to which such Supplemental Guarantor shall create a first priority security interest in all of its personal Property in favor of the Agent for the benefit of the Lenders and the Facility A Lenders and the Facility B Lenders, except as otherwise provided herein or therein.

Related to Subsidiary Guarantee and Security Agreement

  • Guarantee and Security Agreement means that certain Guarantee, Pledge and Security Agreement, dated as of the Effective Date, among the Borrower, the Subsidiary Guarantors, the Administrative Agent, each holder (or a representative, agent or trustee therefor) from time to time of any Secured Longer-Term Indebtedness, and the Collateral Agent.

  • Guarantee and Collateral Agreement the Guarantee and Collateral Agreement to be executed and delivered by the Borrower and each Subsidiary Guarantor, substantially in the form of Exhibit A, as the same may be amended, supplemented or otherwise modified from time to time.

  • Subsidiary Guarantee Agreement means the Subsidiary Guarantee Agreement, substantially in the form of Exhibit D, made by the Subsidiary Loan Parties in favor of the Administrative Agent for the benefit of the Lenders.

  • Guaranty and Security Agreement means a guaranty and security agreement, dated as of even date with this Agreement, in form and substance reasonably satisfactory to Agent, executed and delivered by each of the Loan Parties to Agent.

  • Subsidiary Guaranty Agreement means each unconditional guaranty agreement executed by the Subsidiary Guarantors in favor of the Administrative Agent for the ratable benefit of the Secured Parties, substantially in the form of Exhibit H, as amended, restated, supplemented or otherwise modified from time to time.

  • Guarantee Agreements means the Parent Guarantee Agreement and the Subsidiary Guarantee Agreement.

  • Guarantor Security Agreement means any security agreement executed by any Guarantor in favor of Agent securing the Obligations or the Guaranty of such Guarantor, in form and substance satisfactory to Agent.

  • Guaranty Agreement means an agreement executed by the Guarantors in substantially the form of Exhibit F-2 unconditionally guarantying on a joint and several basis, payment of the Indebtedness, as the same may be amended, modified or supplemented from time to time.

  • Guarantee Agreement means this Guarantee Agreement, as modified, amended or supplemented from time to time.

  • Subsidiary Guaranties means the Domestic Subsidiary Guaranty and each Foreign Subsidiary Guaranty.

  • Subsidiary Guaranty means the Subsidiary Guaranty made by the Subsidiary Guarantors in favor of the Administrative Agent and the Lenders, substantially in the form of Exhibit G.

  • Loan and Security Agreement “thereunder”, “thereof” or similar words referring to the Loan Agreement shall mean and be a reference to this Agreement and (b) each reference in the Financing Agreements to a “Note” or “Revolving Credit Note” shall mean and be a Revolving Credit Note as defined in this Agreement.

  • Pledge and Security Agreement means the Pledge and Security Agreement executed and delivered by the Borrower and each Guarantor on the Closing Date in form and substance acceptable to the Initial Lender and the Collateral Agent, as it may be amended, supplemented, restated or otherwise modified from time to time. For the avoidance of doubt, the terms of the “Pledge and Security Agreement” shall include the terms of all Applicable Annexes (as defined in the Pledge and Security Agreement).

  • Guaranty Agreements means and includes the Guarantee of the Loan Parties provided for in Section 11 and any other guaranty agreement executed and delivered in order to guarantee the Secured Obligations or any part thereof in form and substance acceptable to the Administrative Agent.

  • Permitted SBIC Guarantee means a guarantee by the Borrower of Indebtedness of an SBIC Subsidiary on the SBA’s then applicable form, provided that the recourse to the Borrower thereunder is expressly limited only to periods after the occurrence of an event or condition that is an impermissible change in the control of such SBIC Subsidiary (it being understood that, as provided in clause (s) of Article VII, it shall be an Event of Default hereunder if any such event or condition giving rise to such recourse occurs).

  • Guaranty and Collateral Agreement means the Guaranty and Collateral Agreement dated as of the date hereof executed and delivered by the Loan Parties, together with any joinders thereto and any other guaranty and collateral agreement executed by a Loan Party, in each case in form and substance satisfactory to the Administrative Agent.

  • Guaranty means, with respect to any Person, any obligation (except the endorsement in the ordinary course of business of negotiable instruments for deposit or collection) of such Person guaranteeing or in effect guaranteeing any indebtedness, dividend or other obligation of any other Person in any manner, whether directly or indirectly, including (without limitation) obligations incurred through an agreement, contingent or otherwise, by such Person:

  • UK Security Agreement means each of the security documents expressed to be governed by the laws of England (as modified, supplemented, amended or amended and restated from time to time) covering certain of such UK Loan Party’s present and future UK Collateral.

  • Second Lien Security Agreement means the “Security Agreement” as defined in the Second Lien Credit Agreement.

  • Subsidiary Guarantee means any guarantee of the obligations of the Issuers under this Indenture and the Notes by any Subsidiary Guarantor in accordance with the provisions of this Indenture.

  • Subsidiary Guarantees means the guarantees of each Subsidiary Guarantor as provided in Article Thirteen.

  • Security Documents means the Security Agreement, the Mortgages, the Intellectual Property Security Agreement, the Pledge Agreement, the Facility Guarantee, and each other security agreement or other instrument or document executed and delivered pursuant to this Agreement or any other Loan Document that creates a Lien in favor of the Collateral Agent to secure any of the Obligations.

  • Guarantee Assumption Agreement means a Guarantee Assumption Agreement substantially in the form of Exhibit B to the Guarantee and Security Agreement between the Collateral Agent and an entity that pursuant to Section 5.08 is required to become a “Subsidiary Guarantor” under the Guarantee and Security Agreement (with such changes as the Administrative Agent shall request consistent with the requirements of Section 5.08).

  • U.S. Security Agreement means that certain Security Agreement, dated as of the Original Effective Date (as amended, amended and restated, supplemented or otherwise modified from time to time), between the U.S. Loan Parties and the Administrative Agent, for the benefit of the Administrative Agent, and the other Lender Parties, and any other pledge or security agreement entered into, after the Original Effective Date by any other U.S. Loan Party (as required by this Agreement or any other Loan Document).

  • Guarantee means a guarantee (other than by endorsement of negotiable instruments for collection in the ordinary course of business), direct or indirect, in any manner (including letters of credit and reimbursement agreements in respect thereof), of all or any part of any Indebtedness or other obligations.