Assignment and Postponement. All indebtedness and liability, present and future, of each Loan Party to each Guarantor are hereby assigned to the Administrative Agent on behalf and for the benefit of the Guaranteed Parties and postponed to the Guaranteed Obligations, and, following the occurrence of an Event of Default that is continuing, all monies received by any Guarantor in respect thereof shall be received in trust for the Guaranteed Parties and forthwith upon receipt thereof shall be paid over to the Administrative Agent on behalf and for the ratable benefit of the Guaranteed Parties; provided that, for the avoidance of doubt, absent the continuance of an Event of Default, this Section 21.08 shall not prohibit or restrict payments and repayments by or to any Guarantor to the extent otherwise permitted by this Agreement.
Assignment and Postponement. (a) All obligations, liabilities and indebtedness of the Corporation to the Guarantor of any nature whatsoever and all security therefor (the “Intercorporate Indebtedness”) are hereby assigned and transferred to the Agent as continuing and collateral security for the Guarantor’s obligations under this Guarantee. Until notice by the Agent that the Guaranteed Obligations are due and payable, the Guarantor may receive payments in respect of the Intercorporate Indebtedness in accordance with its terms. The Guarantor shall not assign all or any part of the Intercorporate Indebtedness to any person other than the Agent or the Vendors.
Assignment and Postponement. All present and future indebtedness and liability of the Borrower to the Guarantor is hereby assigned by the Guarantor to Agent and postponed to the Obligations and all moneys received by the Guarantor in respect thereof will be received in trust for and, unless prior written authorization from Agent to the contrary will have been obtained by the Guarantor, will be paid over to Agent upon demand by Agent. If Agent receives from the Guarantor a payment or payments in full or on account of the liability of the Guarantor hereunder, the Guarantor will not be entitled to claim repayment against the Borrower until Agent’s claims against the Borrower have been irrevocably and unconditionally paid in full. In case of liquidation, winding up or bankruptcy of the Borrower (whether voluntary or involuntary) or any composition with creditors or scheme of arrangement, Agent will have the right to rank for its full claims and receive all dividends or other payments in respect thereof in priority to the Guarantor until the claims of Agent have been irrevocably and unconditionally paid in full, and the Guarantor will continue to be liable hereunder for any balance which may be owing to Agent by the Borrower. In the event of the valuation by Agent of any of its security and/or the retention thereof by Agent, such valuation and/or retention will not, as between Agent and the Guarantor, be considered as a purchase of such security, or as payment or satisfaction of the Obligations or any part thereof. The foregoing provisions of this Section 13 will not in any way limit or lessen the liability of the Guarantor under any other section of this Guarantee.
Assignment and Postponement. All indebtedness and liability, present and future of the Customer to the Guarantor are hereby assigned to The Brokers and postponed to the debts and liabilities of the Customer to The Brokers, and all monies received by the Guarantor in respect thereof shall be received in trust for The Brokers and forthwith upon receipt shall be paid over to The Brokers, the whole without in any way limiting or lessening the liabilities of the Guarantor under this Guarantee. This assignment and postponement is independent of this Guarantee and shall remain in full effect until repayment in full to The Brokers of all Liabilities. Any claims, liens or priorities the Guarantor may have against the Customer or his estate, whether arising in bankruptcy, liquidation, or other proceeding, or otherwise and including any proceeds or property received in respect of such claims, will be held in trust by the Guarantor for the benefit of and as security for The Brokers, so long as and to the extent that any Liabilities remain outstanding; and the Guarantor hereby assigns all such claims, liens or priorities to The Brokers and irrevocably appoints its officers as the Guarantor’s attorneys for the purpose of doing all things The Brokers deem necessary or desirable to prove, collect and enforce these claims, liens and priorities. The Guarantor acknowledges that the assignment to The Brokers as set forth herein shall not impose upon The Brokers any obligation to do anything to realize on the assigned debts and claims or to ensure that those debts or claims do not become statute barred by the operation of law relating to limitation of actions or otherwise including, without limitation, the Ontario Limitations Act, 2002. For greater certainty, the Guarantor acknowledges and agrees that this Guarantee is a “business agreement” as defined under Section 22 of the Ontario Limitations Act, 2002.
Assignment and Postponement. (1) All obligations, liabilities and indebtedness of the Borrowers, or any of them, to the Guarantors, or any of them, of any nature whatsoever and all security therefor (the “Intercorporate Indebtedness”) are assigned and transferred to the Collateral Agent as continuing and collateral security for the applicable Guarantor’s obligations under this Guarantee and postponed to the payment in full of all Obligations. Until the occurrence of an Event of Default that is continuing, the Guarantors may receive payments in respect of the Intercorporate Indebtedness as permitted under the Credit Agreement. The Guarantors will not assign all or any part of the Intercorporate Indebtedness to any Person other than the Collateral Agent or the Secured Parties.
Assignment and Postponement. (a) Upon the occurrence and during the continuance of an Event of Default, obligations, liabilities and indebtedness of the Company to a Guarantor and all security therefor (the “Intercorporate Indebtedness”) shall be held in trust for the Noteholders and shall be collected, enforced or proved subject to, and for the purpose of, this Note Guarantee and any payments received by a Guarantor in respect of the Intercorporate Indebtedness shall be segregated from other funds and property held by such Guarantor and immediately paid to the Noteholders on account of the Guaranteed Obligations.
Assignment and Postponement. (1) All obligations, liabilities and indebtedness of the Borrower to the Guarantor of any nature whatsoever, and all security therefore, (the “Subject Indebtedness”) are hereby assigned and transferred to the Lender as continuing and collateral security for the obligations of the Guarantor hereunder. The Guarantor shall not assign the Subject Indebtedness or any part thereof to any person other than the Lender or as permitted pursuant to the Loan Agreement.
Assignment and Postponement. All debts and liabilities, present and future, of the Borrower to the Guarantor are hereby assigned to the Lender and postponed to the Obligations, and all money received by the Guarantor in respect thereof after the occurrence of an Event of Default (as defined in the Loan Agreement) shall be received in trust for the Lender and forthwith upon receipt shall be paid over to the Lender, the whole without in any way lessening or limiting the liability of the Guarantor hereunder and this assignment and postponement is independent of this Guaranty and shall remain in full force and effect until, in the case of the assignment, the liability of the Guarantor under this Guaranty has been discharged or terminated and, in the case of the postponement, until payment in full to the Lender of all obligations owing by the Guarantor under this Guaranty. Notwithstanding anything to the contrary contained in this paragraph, the provisions of this paragraph shall not apply to hinder or prevent repayment to the undersigned by the Borrower from time to time of all debts and liabilities, present and future, of the Borrower to the undersigned until such time as an Event of Default occurs.
Assignment and Postponement. The Guarantor hereby (i) grants to the Administrative Agent a security interest in all Intercompany Debt as general and continuing collateral security for the Guarantor Liabilities, and (ii) postpones all Intercompany Debt to the payment in full of the Borrower Liabilities. All moneys received by the Guarantor in respect of Intercompany Debt shall be received in trust for the Administrative Agent (on behalf of the Finance Parties) and, immediately following such receipt, shall be paid over to the Administrative Agent. This assignment and postponement is independent of the guarantee hereunder and will remain in full force and effect until, in the case of the assignment, the liability of the Guarantor under this Agreement has been discharged or terminated and, in the case of the postponement, until all Guarantor Liabilities are performed and paid in full.
Assignment and Postponement. The Guarantor hereby (a) assigns by way of security to the Creditor, all Intercompany Debt, and (b) postpones all Intercompany Debt to the Guaranteed Liabilities. All moneys received by the Guarantor in respect of Intercompany Debt shall be received in trust for the Creditor and, immediately following such receipt, shall be paid over to the Creditor.
