Guaranteed Amounts Sample Clauses

Guaranteed Amounts. Guarantor unconditionally and irrevocably guarantees the prompt and complete payment of all amounts that Customer now or hereafter owes pursuant to the ISO Tariff, the Financial Assurance Policy, the ISO New England Billing Policy, the NEPOOL Agreement, the Participants Agreement and any other agreements, whether now existing or hereafter arising, between Customer and either the ISO or the NEPOOL Participants, as those tariffs, policies and agreements may be amended from time to time (collectively referred to as “the Agreements”); provided, however, that the aggregate amount guaranteed by Guarantor under this Guaranty shall not exceed $[ ].
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Guaranteed Amounts. For purposes of this Agreement and the other Loan Documents, the amount of any Guarantee or other contingent liability, to the extent constituting Indebtedness or an Investment shall be (i) determined in accordance with GAAP, in the case of any such Guarantee or other contingent liability related to Indebtedness or other obligations of AECOM Capital (or Subsidiaries of, or Joint Ventures formed by, AECOM Capital) in connection with projects of AECOM Capital (or Subsidiaries of, or Joint Ventures formed by, AECOM Capital) and (ii) deemed to be an amount equal to the stated or determinable amount of the related primary obligation, or portion thereof, in respect of which such Guarantee is made or, if not stated or determinable, the maximum reasonably anticipated liability in respect thereof as determined by the guaranteeing Person or entity in good faith, in the case of any such Guarantee or other contingent liability not described in clause (i) of this paragraph. For the avoidance of doubt, the stated or determinable amount of any undrawn revolving facility shall be zero.
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Guaranteed Amounts. In this Agreement, a Guarantee will be deemed to be in an amount equal to the amount of the Debt relating to which the Guarantee is given, unless the Guarantee is limited to a determinable amount, in which case the amount of the Guarantee will be deemed to be the lesser of the amount of the Debt relating to which the Guarantee is given and that determinable amount.
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Guaranteed Amounts. Guarantor hereby absolutely, unconditionally, and irrevocably guarantees, as primary obligor and not merely as a surety, the prompt and complete payment when and as due hereunder of all of the Guaranteed Obligations (as defined below). This Guaranty covers the Guaranteed Obligations presently existing and hereafter arising. Without limiting the generality of the foregoing, Guarantor's liability shall extend to all amounts that constitute part of the Guaranteed Obligations and would be owed by Market Participant under or in respect of the Guaranteed Agreements but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, reorganization, insolvency or similar proceeding involving Market Participant. The guaranty of Guarantor as set forth in this Section 1 is a continuing guaranty of payment and not a guaranty of collection. Guarantor further agrees that all or part of the Guaranteed Obligations may be increased, extended, substituted, amended, renewed, or otherwise modified from time to time without notice to or consent from Guarantor and such actions shall not affect the liability of Guarantor hereunder. For greater certainty, Guarantor’s obligations and liability under this Guaranty shall be limited to payment and/or monetary obligations only and Guarantor shall have no obligation to otherwise perform under the Guaranteed Agreements, including, without limitation, to sell, deliver, supply or transport electricity or any other commodity.
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Guaranteed Amounts. Guarantor unconditionally and irrevocably guarantees the prompt and complete payment of all amounts that Customer now or hereafter owes pursuant to the OATT, Services Tariff, and any agreements, whether now existing or hereafter arising, between Customer and the NYISO, as those tariffs and agreements may be amended from time to time (collectively referred to as “the Agreements”).
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Guaranteed Amounts. An amount agreed to by County and Architect pursuant to Paragraph 5.1.2, above, as a Fixed Fee or Maximum Hourly Fee represents the County’s maximum liability to Architect for the complete performance by Architect and its Subconsultants of the Basic Services or portion of Basic Services covered by such Basic Services Fees. Subject only to Architect’s rights under Section 5.2 below, any fees, costs or expenses, of any kind, incurred by Architect or a Subconsultant, for performance of Basic Services or a portion of Basic Services for which a Fixed Fee or Maximum Hourly Fee has been agreed to in Paragraph 5.1.2, above, that if charged to County would exceed the amount of such Fixed Fee or Maximum Hourly Fee shall be deemed incurred at Architect’s Own Expense.
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Guaranteed Amounts. (i) At the Closing, Buyer shall pay Seller the sum of $10,000,000 in immediately available funds by wire transfer to an account(s) designated by Seller.
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Guaranteed Amounts. Notwithstanding anything herein to the contrary, (a) the obligation of Holdings to deposit any amounts into the Controlled Account in respect of the Guaranteed Amounts pursuant to Section 2.02(a)(i) will be subject to the satisfaction, on or prior to the date of each such deposit, of the condition that Marine shall have caused each certificate contemplated by the last sentence of Section 4.01 to have been delivered to Holdings and (b) if such condition is not satisfied with respect to any such amounts, Holdings shall not be obligated to deposit such amounts into the Controlled Account but shall instead have the right to retain such amounts for purposes of paying the Guaranteed Amounts and repay such amounts to the applicable payees, and Marine shall reasonably cooperate with Holdings to make arrangements satisfactory to Holdings for the payment of such Guaranteed Amounts.
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Related to Guaranteed Amounts

  • Prior Payment of Guaranteed Obligations In any proceeding under any Bankruptcy Law relating to any other Loan Party, each Guarantor agrees that the Secured Parties shall be entitled to receive payment in full in cash of all Guaranteed Obligations (including all interest and expenses accruing after the commencement of a proceeding under any Bankruptcy Law, whether or not constituting an allowed claim in such proceeding (“Post Petition Interest”)) before such Guarantor receives payment of any Subordinated Obligations.

  • Guaranteed Indebtedness No Credit Party shall create, incur, assume or permit to exist any Guaranteed Indebtedness except (a) by endorsement of instruments or items of payment for deposit to the general account of any Credit Party, and (b) for Guaranteed Indebtedness incurred for the benefit of any other Credit Party if the primary obligation is expressly permitted by this Agreement.

  • Definition of Guaranteed Obligations As used herein, the term “Guaranteed Obligations” means:

  • Guaranteed Obligations The Company, jointly and severally with any other guarantors, hereby absolutely, unconditionally and irrevocably guarantees to the Agent and the Lenders on a continuing basis the full, complete and punctual payment when due, whether at stated maturity, by acceleration or otherwise, of any and all sums due from, and any and all Obligations of the Borrower to the Agent and the Lenders now or hereafter existing under the Notes, the Letters of Credit, the Secured Hedging Obligations and the Amended and Restated Credit Agreement, without regard to the Borrower's use of the proceeds of the Loans, the Letters of Credit or the Secured Hedging Obligations, whether for principal, premium, interest, fees, costs, expenses or otherwise, including, without prejudice to the generality of the foregoing, the prompt payment of the Notes and payment of interest and premium thereon at the times and in the manner specified in the Notes and the Amended and Restated Credit Agreement, prompt payment of amounts owing pursuant to the issuance of the Letters of Credit, prompt payment of the Secured Hedging Obligations at the times and in the manner specified in the documentation therefor and the payment of any and all expenses (including reasonable counsel fees and expenses) incurred by the Agent and the Lenders in enforcing any rights under the Notes, the Letters of Credit, the Secured Hedging Obligations, the Amended and Restated Credit Agreement and this Agreement. Without limiting the generality of the foregoing, the Company's liability shall extend to all amounts that would be owed by the Borrower to the Agent and the Lenders under the Amended and Restated Credit Agreement but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, reorganization or similar proceeding involving the Borrower. Each of the obligations guaranteed as set forth in this Section 2.1 is hereinafter referred to severally as a "Guaranteed Obligation" and collectively as the "Guaranteed Obligations".

  • Non-Guaranteed Elements From and after the Effective Date, the Ceding Company shall establish Non-Guaranteed Elements for the Business Reinsured in accordance with the Non-Guaranteed Element Policy. The Reinsurer may make recommendations to the Ceding Company and the Ceding Company shall fully consider such recommendations and shall not unreasonably reject any such recommendations that comply with the terms of the Business Reinsured, applicable law and applicable Actuarial Standards of Practice, however, the Ceding Company shall retain the ultimate authority to establish Non-Guaranteed Elements in accordance with the Non-Guaranteed Element Policy.

  • Guaranteed Pension Plans Each contribution required to be made to a Guaranteed Pension Plan, whether required to be made to avoid the incurrence of an accumulated funding deficiency, the notice or lien provisions of §302(f) of ERISA, or otherwise, has been timely made. No waiver of an accumulated funding deficiency or extension of amortization periods has been received with respect to any Guaranteed Pension Plan, and neither the Borrower nor any ERISA Affiliate is obligated to or has posted security in connection with an amendment to a Guaranteed Pension Plan pursuant to §307 of ERISA or §401(a)(29) of the Code. No liability to the PBGC (other than required insurance premiums, all of which have been paid) has been incurred by the Borrower or any ERISA Affiliate with respect to any Guaranteed Pension Plan and there has not been any ERISA Reportable Event (other than an ERISA Reportable Event as to which the requirement of 30 days notice has been waived), or any other event or condition which presents a material risk of termination of any Guaranteed Pension Plan by the PBGC. Based on the latest valuation of each Guaranteed Pension Plan (which in each case occurred within twelve months of the date of this representation), and on the actuarial methods and assumptions employed for that valuation, the aggregate benefit liabilities of all such Guaranteed Pension Plans within the meaning of §4001 of ERISA did not exceed the aggregate value of the assets of all such Guaranteed Pension Plans, disregarding for this purpose the benefit liabilities and assets of any Guaranteed Pension Plan with assets in excess of benefit liabilities.

  • Limitation on Guaranteed Obligations (a) Notwithstanding any provision herein contained to the contrary, each Guarantor’s liability hereunder shall be limited to an amount not to exceed as of any date of determination the greater of:

  • Obligations Guaranteed Subject to the provisions of this Article II, the Guarantor hereby fully, unconditionally and irrevocably guarantees (a) to each Holder of a Senior Note authenticated and delivered by the Trustee or Authenticating Agent, (i) the full and prompt payment of the principal of, and premium, if any, and interest on, and any Redemption Price with respect to, such Senior Note, when, where and as the same shall become due and payable, whether at the stated maturity thereof, by acceleration, call for redemption or otherwise in accordance with the terms of such Senior Note and the Indenture and (ii) the full and prompt payment of interest on the overdue principal and interest, if any, on such Senior Note, at the rate specified in such Senior Note and to the extent lawful and (b) to the Trustee the full and prompt payment upon written demand therefor of all amounts due to it in accordance with the terms of the Indenture (collectively the “Guaranteed Obligation”). If for any reason the Company shall fail punctually to pay any such Guaranteed Obligation, the Guarantor hereby agrees to cause any such Guaranteed Obligation to be made punctually when, where and as the same shall become due and payable, whether at the stated maturity thereof, by acceleration, call for redemption or otherwise. All payments by the Guarantor hereunder shall be paid in lawful money of the United States of America. This Guarantee is unsecured and ranks equally in right of payment with all of the Guarantor’s existing and future senior indebtedness.

  • Guarantee The Guarantor irrevocably and unconditionally agrees to pay in full to the Holders the Guarantee Payments (without duplication of amounts theretofore paid by the Issuer), as and when due, regardless of any defense, right of set-off or counterclaim that the Issuer may have or assert. The Guarantor's obligation to make a Guarantee Payment may be satisfied by direct payment of the required amounts by the Guarantor to the Holders or by causing the Issuer to pay such amounts to the Holders.

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