NOTE GUARANTEES. Section 10.01 Guarantee 82 Section 10.02 Limitation on Guarantor Liability 83 Section 10.03 Execution and Delivery of Note Guarantee 84 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 84 Section 10.05 Releases 85 ARTICLE 11
NOTE GUARANTEES. Subject to Section 10.07 hereof, the Initial Guarantors, and any Additional Guarantors that become Guarantors after the date of this Indenture; provided that, at any time a Restricted Subsidiary may become a Guarantor at its option, by executing a supplemental indenture as set forth in Section 10.02 hereof, jointly and severally, unconditionally guarantee to each Holder of a Note authenticated and delivered by the Trustee and to the Trustee, the Collateral Agent and/or the International Security Agent and the Agents and their respective successors and assigns, irrespective of the validity and enforceability of this Indenture, the Notes held thereby and the Obligations of the Company hereunder and thereunder, that: (a) the principal of and premium, if any, and interest on the Notes will be promptly paid in full when due, whether at maturity, by acceleration, redemption or otherwise, and interest on the overdue principal of and premium, if any, and interest (to the extent permitted by law) on the Notes, and all other payment Obligations of the Company to the Holders, the Trustee, the Agents, the Collateral Agent or the International Security Agent hereunder or thereunder will be promptly paid in full and performed, all in accordance with the terms hereof and thereof; and (b) in case of any extension of time of payment or renewal of any Notes or any of such other Obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration, redemption or otherwise. Failing payment when so due of any amount so guaranteed or any performance so guaranteed for whatever reason the Guarantors will be jointly and severally obligated to pay the same immediately. An Event of Default under this Indenture or the Notes shall constitute an event of default under the Note Guarantees, and shall entitle the Holders to accelerate the obligations of the Guarantors hereunder in the same manner and to the same extent as the Obligations of the Company. The Guarantors agree that their obligations hereunder shall be unconditional, irrespective of the validity, regularity or enforceability of the Notes or this Indenture, the absence of any action to enforce the same, any waiver or consent by any Holder with respect to any provisions hereof or thereof, the recovery of any judgment against the Company, any action to enforce the same or any other circumstance (other than complete performan...
NOTE GUARANTEES. This Note will be entitled to the benefits of certain Note Guarantees made for the benefit of the Holders. Reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and obligations thereunder of the Guarantors, the Trustee and the Holders.
NOTE GUARANTEES. (a) Each Guarantor hereby jointly and severally, fully, unconditionally and irrevocably guarantees the Notes and obligations of the Issuer hereunder and thereunder, and guarantees to each Holder of a Note authenticated and delivered by the Trustee and to the Trustee on behalf of such Holder, that: (i) the principal of and premium, if any and interest on the Notes shall be paid in full when due, whether at Stated Maturity, by acceleration, call for redemption or otherwise (including, without limitation, the amount that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code), together with interest on the overdue principal, if any, and interest on any overdue interest, to the extent lawful, and all other obligations of the Issuer to the Holders or the Trustee hereunder or thereunder shall be paid in full or performed, all in accordance with the terms hereof and thereof; and (ii) in case of any extension of time of payment or renewal of any Notes or of any such other obligations, the same shall be paid in full when due or performed in accordance with the terms of the extension or renewal, whether at Stated Maturity, by acceleration or otherwise. Each of the Note Guarantees shall be a guarantee of payment and not of collection.
NOTE GUARANTEES. Section 10.01. Guarantee.........................................................................................68 Section 10.02. Limitation on Guarantor Liability.................................................................69 Section 10.03. Execution and Delivery of Note Guarantee..........................................................69 Section 10.04. Guarantors May Consolidate, etc., on Certain Terms................................................70 Section 10.05. Releases Following Sale of Assets.................................................................70
NOTE GUARANTEES. Section 11.01 Guarantee 84 Section 11.02 Subordination of Note Guarantee 85 Section 11.03 Limitation on Guarantor Liability 85 Section 11.04 Execution and Delivery of Note Guarantee 85 Section 11.05 Guarantors May Consolidate, etc., on Certain Terms 86 Section 11.06 Releases 86 ARTICLE 12. SATISFACTION AND DISCHARGE Section 12.01 Satisfaction and Discharge 87 Section 12.02 Application of Trust Money 87 ARTICLE 13.
NOTE GUARANTEES. (a) Each Guarantor hereby jointly and severally, irrevocably and unconditionally guarantees, as a primary obligor and not merely as a surety, to each Holder and to the Trustee and its successors and assigns (i) the full and punctual payment when due, whether at Stated Maturity, by acceleration, by redemption or otherwise, of all obligations of the Issuers under this Indenture (including obligations to the Trustee) and the Securities, whether for payment of principal of, premium, if any, or interest on in respect of the Securities and all other monetary obligations of the Issuers under this Indenture and the Securities and (ii) the full and punctual performance within applicable grace periods of all other obligations of the Issuers whether for fees, expenses, indemnification or otherwise under this Indenture and the Securities (all the foregoing being hereinafter collectively called the “Guaranteed Obligations”). Each Guarantor further agrees that the Guaranteed Obligations may be extended or renewed, in whole or in part, without notice or further assent from each such Guarantor, and that each such Guarantor shall remain bound under this Article 12 notwithstanding any extension or renewal of any Guaranteed Obligation.
NOTE GUARANTEES. Section 10.01 Guarantee 98 Section 10.02 Limitation on Guarantor Liability 99 Section 10.03 Execution and Delivery of Note Guarantee 99
NOTE GUARANTEES. Section 11.1. Note Guarantees 79 Section 11.2. Termination, Release and Discharge 81 Section 11.3. Right of Contribution 81 Section 11.4. No Subrogation 81 Section 11.5. Additional Note Guarantees 81 ARTICLE XII SUBORDINATION OF THE NOTE GUARANTEES Section 12.1. Agreement to Subordinate 82 Section 12.2. Liquidation, Dissolution, Bankruptcy 82 Section 12.3. Default on Designated Senior Indebtedness of Restricted Subsidiaries 82 Section 12.4. Demand for Payment 83 Section 12.5. When Distribution Must Be Paid Over 83 Section 12.6. Subrogation 83 Section 12.7. Relative Rights 83 Section 12.8. Subordination May Not Be Impaired by Restricted Subsidiaries 84 Section 12.9. Rights of Trustee and Paying Agent 84 Section 12.10. Distribution or Notice to Representative 84 Section 12.11. Article XII Not to Prevent Defaults Under the Note Guarantees or Limit Right To Demand Payment 84 Section 12.12. Trustee Entitled to Rely 84 Section 12.13. Trustee to Effectuate Subordination 85 Section 12.14. Trustee Not Fiduciary for Holders of Senior Indebtedness of Restricted Subsidiaries 85 Section 12.15. Reliance by Holders of Senior Indebtedness on Subordination Provisions 85 ARTICLE XIII COLLATERAL AND SECURITY Section 13.1. Collateral Documents 85 TABLE OF CONTENTS (continued) Page Section 13.2. Suits to Protect the Collateral 86 Section 13.3. Possession of the Collateral 86 Section 13.4. Authorization of Actions To Be Taken by the Trustee Under the Collateral Documents 86 Section 13.5. Authorization of Receipt and Distribution of Funds by the Trustee 86 Section 13.6. Release of Collateral; Termination of Security Interest 86 Section 13.7. Instructions under the Collateral Documents 87 Section 13.8. Certificates of the Company 87 Section 13.9. Execution of Release by Trustee 88 Section 13.10. Recording and Opinions 89 ARTICLE XIV MISCELLANEOUS Section 14.1. Trust Indenture Act Controls 89 Section 14.2. Notices 89 Section 14.3. Communication by Holders with Other Holders 90 Section 14.4. Certificate and Opinion as to Conditions Precedent 90 Section 14.5. Statements Required in Certificate or Opinion 90 Section 14.6. Rules by Trustee, Paying Agent and Rxxxxxxxx 00 Section 14.7. Legal Holidays 91 Section 14.8. Governing Law, etc 91 Section 14.9. No Recourse Against Others 92 Section 14.10. Successors 92 Section 14.11. Duplicate and Counterpart Originals 92 Section 14.12. Severability 93 Section 14.13. Conversion of Currency 93 Section 14.14. Table of Contents; Headings 93 EXHIBIT...
NOTE GUARANTEES. (a) Each Note Guarantor hereby fully and unconditionally guarantees, as primary obligor and not merely as surety, jointly and severally with each other Note Guarantor, to each Holder and the Trustee, the full and punctual payment when due, whether at maturity, by acceleration, by redemption or otherwise, of the Obligations (such guaranteed Obligations, the “Guaranteed Obligations”). Each Note Guarantor further agrees that its Note Guarantee herein constitutes a guarantee of payment when due (and not a guarantee of collection) and agrees to pay, in addition to the amounts stated in Section 10.1(f), any and all expenses (including reasonable counsel fees and expenses) incurred by the Trustee or the Holders in enforcing or exercising any rights under any Note Guarantee.
