UK Subsidiary Guaranty definition

UK Subsidiary Guaranty means each Guaranty (or similar agreement) made by the UK Subsidiary Guarantors in favor of the Administrative Agent and the Lenders, substantially in the form of Exhibit L.

UK Subsidiary Guaranty means each Guaranty (including each Amended and Restated Guaranty or Second Amended and Restated Guaranty, or similar agreement) made by the UK Subsidiary Guarantors in favor of the Administrative Agent and the Lenders, substantially in the form of Exhibit L.

UK Subsidiary Guaranty means the Guaranty Agreement (UK Subsidiary), dated as of the Initial Closing Date, made by each UK Subsidiary pursuant to which each UK Subsidiary guarantees the Sterling Obligations, as amended, restated, supplemented or otherwise modified from time to time, whether pursuant to Section 8.09(c) or otherwise.

Examples of UK Subsidiary Guaranty in a sentence

• The Lenders and the L/C Issuers irrevocably authorize the Administrative Agent, to release any Guarantor from its obligations under any Domestic Subsidiary Guaranty, any Luxembourg Subsidiary Guaranty, any Canadian Subsidiary Guaranty, any UK Subsidiary Guaranty, any Spanish Subsidiary Guaranty or any other Guaranty executed by such Guarantor, as applicable, if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder or becomes an Excluded Subsidiary.

• In furtherance of the foregoing, at all times prior to the Termination Date, each Guarantor shall refrain from taking any action or commencing any proceeding against any other Loan Party (or its successors or assigns, whether in connection with a bankruptcy U.K. Subsidiary Guaranty proceeding or otherwise) to recover any amounts in respect of payments made under this Guaranty to any Secured Party.

• The Lenders and the L/C Issuers irrevocably authorize the Administrative Agent, to release any Subsidiary Guarantor from its obligations under any Domestic Subsidiary Guaranty, any Irish Subsidiary Guaranty or any UK Subsidiary Guaranty, as applicable, if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder.

• This Guaranty is secured by various Collateral Documents delivered by one or more of the Guarantors and reference is made U.K. Subsidiary Guaranty to such Collateral Documents for a description of the collateral security for this Guaranty, the nature and extent of such Collateral and the rights of the parties in and to such Collateral.

• The Lenders and the L/C Issuers irrevocably authorize the Administrative Agent, to release any Subsidiary Guarantor from its obligations under any Domestic Subsidiary Guaranty, any Luxembourg Subsidiary Guaranty, any Canadian Subsidiary Guaranty, any UK Subsidiary Guaranty, any Spanish Subsidiary Guaranty or any other Guaranty executed by such Subsidiary Guarantor, as applicable, if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder.

More Definitions of UK Subsidiary Guaranty

UK Subsidiary Guaranty means the guarantee provided by the U.K. Subsidiaries (excluding certain Immaterial Foreign Subsidiaries) pursuant to the U.K. Security Agreement.

UK Subsidiary Guaranty means each Guaranty made by the UK Subsidiary Guarantors in favor of the Administrative Agent and the Lenders, substantially in the form of Exhibit L.

UK Subsidiary Guaranty means each guaranty executed by a Subsidiary of U.K. Operating Co. and the U.K. Trustee (including the Guaranties, each dated September 25, 1996, executed by Coated Products U.K. and the U.K. Trustee and by Ellbee Ltd. and the U.K. Trustee), for the ratable benefit of the Guarantied Parties, pursuant to which such Subsidiary unconditionally guaranties its Guarantied Obligations, as any of the same may be amended, supplemented or otherwise modified from time to time.

UK Subsidiary Guaranty means the U.K. Subsidiary Guaranty made by the U.K. Subsidiary Guarantors (if any) in favor of the Administrative Agent on behalf of the U.K. Secured Parties delivered to the Administrative Agent and the Lenders pursuant to Section 5.12.

UK Subsidiary Guaranty means each of (a) the guarantee dated September 25, 1996, executed by Coated Products U.K. in favor of the U.K. Trustee for the benefit of the Guarantied Parties, (b) the guarantee dated September 25, 1996, executed by Ellbee Ltd. in favor of the U.K. Trustee for the benefit of the Guarantied Parties, and (c) any other guarantee executed and delivered from time to time by any Subsidiary of Euramax U.S. organized under the laws the laws of the United Kingdom (or any political subdivision thereof) in favor of the U.K. Trustee, as any of the foregoing may be amended, restated, supplemented, or otherwise modified from time to time.

UK Subsidiary Guaranty means each Guaranty (or similar agreement) made by the UK Subsidiary Guarantors in favor of the Administrative Agent and the Lenders, substantially in the form of Exhibit L. “United States” and “U.S.” mean the United States of America. “Unreimbursed Amount” has the meaning specified in Section 2.03(c)(i). “Unrestricted Cash” means, at any time, cash and Cash Equivalent Investments of the Company and its Subsidiaries to the extent such cash and Cash Equivalent Investments are not subject to any Lien (other than a banker’s Lien or right of setoff pursuant to customary deposit arrangements) or any restriction as to its use and is included in “cash and cash equivalents” and not “restricted Cash” on the consolidated balance sheet of the Company. “U.S. Government Securities Business Day” means any Business Day, except any Business Day on which any of the Securities Industry and Financial Markets Association, the New York Stock Exchange or the Federal Reserve Bank of New York is not open for business because such day is a legal holiday under the federal laws of the United States or the laws of the State of New York, as applicable. “U.S. Person” means any Person that is a “United States Person” as defined in Section 7701(a)(30) of the Code. “U.S. Settlement Agreements/Orders” mean, collectively, the Settlement Agreements/Orders referred to in clauses (a) through (c) of the definition thereof. “U.S. Tax Compliance Certificate” has the meaning specified in Section 3.01(e)(ii)(B)(III). “Voting Stock” means, with respect to any Person, Equity Interests of any class or kind ordinarily having the power to vote for the election of directors, managers or other voting members of the governing body of such Person. “Write-Down and Conversion Powers” means, (a) with respect to any EEA Resolution Authority, the write-down and conversion powers of such EEA Resolution Authority from time to time under the Bail-In Legislation for the applicable EEA Member Country, which write-down and conversion powers are described in the EU Bail-In Legislation Schedule, and (b) with respect to the United Kingdom, any powers of the applicable Resolution Authority under the Bail-In Legislation to cancel, reduce, modify or change the form of a liability of any UK Financial Institution or any contract or instrument under which that liability arises, to convert all or part of that liability into shares, securities or obligations of that person or any other person, to provide that any such contract o...

UK Subsidiary Guaranty has the meaning assigned to that term in Section 5.1(b)(ii).