Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following: (i) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise; (ii) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation; (iii) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations; (iv) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations; (v) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions; (vi) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or (vii) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 7 contracts
Sources: Credit Agreement (Circor International Inc), Credit Agreement (Circor International Inc), Credit Agreement (Circor International Inc)
Guaranty Unconditional. The Guarantor hereby agrees that, except as hereinafter provided, and to the extent permitted by applicable law, its obligations under this Guaranty shall be unconditional, irrespective of (a) the validity or enforceability of the Borrower under this Section 2.15 shall be unconditional and absolute andBorrower’s Liabilities or any part thereof, without limiting the generality or of any Note or other document evidencing all or any part of the foregoing shall not be releasedBorrower’s Liabilities, discharged or otherwise affected by (b) the occurrence, one or more times, absence of any of attempt to collect the following:
(i) any extension, renewal, settlement, compromise, waiver or release in respect to Borrower’s Liabilities from the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(ii) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iii) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(iv) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(v) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personguarantor or other action to enforce the same, whether in connection herewith (c) the waiver or any unrelated transactions;
(vi) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of consent by the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(vii) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or Lenders with respect to any other Person provision of any instrument evidencing the Borrower’s Liabilities, or any part thereof, or any other circumstance whatsoever which mightagreement heretofore, but now or hereafter executed by the Borrower and delivered to the Agent, the Lender or Lenders, (d) the failure by the Agent or any Lender to take any steps to perfect and maintain its security interest in, or to preserve its rights to, any security or collateral for the provisions Borrower’s Liabilities, (e) the institution of this any proceeding under Chapter 11 of Title 11 of the United States Code (11 U.S.C. §101 et seq.), as amended (the “Bankruptcy Code”), or any similar proceeding, by or against the Borrower, or the Agent’s or any Lender’s election in any such proceeding of the application of Section 2.151111(b)(2) of the Bankruptcy Code, (f) any borrowing or grant of a security interest by the Borrower as debtor-in-possession, under Section 364 of the Bankruptcy Code, (g) the disallowance, under Section 502 of the Bankruptcy Code, of all or any portion of the Lenders’ claim(s) for repayment of the Borrower’s Liabilities, or (h) any other circumstance which might otherwise constitute a legal or equitable discharge or defense of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligationsa guarantor.
Appears in 7 contracts
Sources: Continuing Unconditional Secured Guaranty (Acura Pharmaceuticals, Inc), Continuing Unconditional Secured Guaranty (Acura Pharmaceuticals, Inc), Continuing Unconditional Secured Guaranty (Acura Pharmaceuticals, Inc)
Guaranty Unconditional. The obligations of the Borrower Parent and the Company under this Section 2.15 13 shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the of any obligation of any Borrower Guaranteed Obligations or any Subsidiary Guarantor under this Agreement, any agreement other Loan Document or instrumentany Qualified Hedging Agreement, by operation of law or otherwiseotherwise (other than payment in full of the Obligations);
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, Document or any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationQualified Hedging Agreement;
(iiic) any release, impairment, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to obligation of any Borrower Guaranteed Obligationsunder this Agreement, any other Loan Document or any Qualified Hedging Agreement;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary Borrower, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party Borrower or other Subsidiary or any of its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary such Borrower contained in this Agreement, any agreement other Loan Document or instrument evidencing or relating to any Qualified Hedging Agreement (other than payment in full of the Borrower Guaranteed Obligations);
(ve) the existence of any claim, set-off or other rights right which the Borrower Parent or the Company may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith with this Agreement, any other Loan Document, any Qualified Hedging Agreement or any unrelated transactionstransaction;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of this Agreement, any agreement other Loan Document or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsQualified Hedging Agreement, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any Borrower of the Borrower Guaranteed Obligationsprincipal of or interest on any Loan, any amounts payable with respect to any Letter of Credit, any other amount payable by it under this Agreement, any other Loan Document or any Qualified Hedging Agreement; or
(viig) any other act or omission to act or delay of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of or defense to the BorrowerParent’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligationshereunder.
Appears in 5 contracts
Sources: Credit Agreement (MIDDLEBY Corp), Credit Agreement (MIDDLEBY Corp), Credit Agreement (Middleby Corp)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 11 [Guaranty] shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) 11.3.1 any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(ii) 11.3.2 any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iii) 11.3.3 any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Company Guaranteed ObligationsObligation;
(iv) 11.3.4 any change in the corporate or limited liability company existence, structure or ownership of any Credit Party Borrower or other Consolidated Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party Borrower or other Consolidated Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party Borrower or other Consolidated Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation;
(v) 11.3.5 the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit PartyBorrower, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vi) 11.3.6 any invalidity or unenforceability relating to or against any other Credit Party Borrower for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party Borrower of any of the Borrower Company Guaranteed Obligations; or
(vii) 11.3.7 any other act or omission of any kind by any other Credit PartyBorrower, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Section, constitute a legal or equitable discharge of the BorrowerCompany’s obligations under this Section other than the irrevocable payment in full of all Borrower Company Guaranteed ObligationsObligations and the termination of the Commitments hereunder.
Appears in 3 contracts
Sources: Credit Agreement (RPM International Inc/De/), Revolving Credit Facility Agreement (RPM International Inc/De/), Credit Agreement (RPM International Inc/De/)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Guaranteed Obligations shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to of any obligations of any Loan Party under the Borrower Guaranteed Obligations Financing Documents and/or any Commitments under any agreement or instrumentthe Financing Documents, by operation of law or otherwiseotherwise (other than with respect to any such extension, renewal, settlement, compromise, waiver or release agreed in accordance with the terms hereunder as expressly applying to the Guaranteed Obligations);
(iib) any modification or amendment of or supplement to this Agreement, any Note, Agreement or any other Loan Document, or any agreement or instrument evidencing or relating Financing Document (other than with respect to any Borrower modification, amendment or supplement agreed in accordance with the terms hereunder as expressly applying to the Guaranteed ObligationObligations);
(iiic) any release, impairment, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationsCollateral;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or any other Subsidiary Person, or any insolvencyevent of the type described in Sections 5.01, bankruptcy, reorganization 6.01 or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating 6.07 with respect to any of the Borrower Guaranteed ObligationsPerson;
(ve) the existence of any claim, set-off or other rights which that the Borrower Guarantors may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender Secured Party or any other Person, whether in connection herewith or with any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsFinancing Document, or any provision of applicable law or regulation Applicable Law purporting to prohibit the payment performance by any Credit Loan Party of any of its obligations under the Borrower Financing Documents (other than any such invalidity or unenforceability with respect solely to the Guaranteed Obligations);
(g) the failure of any Material Project Counterparty to make payments owed to any Loan Party; or
(viih) any other act or omission to act or delay of any kind by any other Credit Loan Party, the Administrative Agent, any Lender Secured Party or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.159.02, constitute a legal or equitable discharge of the Borrower’s obligations of any Loan Party under this Section other than the irrevocable payment in full of all Borrower Guaranteed ObligationsFinancing Documents.
Appears in 3 contracts
Sources: Credit Agreement (Global Clean Energy Holdings, Inc.), Credit Agreement (Global Clean Energy Holdings, Inc.), Credit Agreement (Global Clean Energy Holdings, Inc.)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Credit Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 3 contracts
Sources: Credit Agreement (American Dental Partners Inc), Credit Agreement (American Dental Partners Inc), Credit Agreement (American Dental Partners Inc)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(ii) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iii) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(iv) any change in the corporate existence, structure or ownership of any Credit Party or other Restricted Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Restricted Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Restricted Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(v) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vi) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(vii) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed ObligationsObligations (other than contingent obligations not yet accrued and payable and obligations and liabilities under Designated Hedge Agreements, Bank Product Obligations and Letters of Credit which have been, in each case, backstopped or Cash Collateralized in an amount equal to 103% of the aggregate LC Outstandings of all Lenders).
Appears in 3 contracts
Sources: Credit Agreement (Circor International Inc), Credit Agreement (Circor International Inc), Credit Agreement (Circor International Inc)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Company Guaranteed ObligationsObligation;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Party, the Administrative Global Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Global Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of a Subsidiary’s obligations under the BorrowerDomestic Credit Party Guaranty or the Company’s obligations under this Section Article other than the irrevocable payment in full of all Borrower Company Guaranteed Obligations.
Appears in 3 contracts
Sources: Credit Agreement (Abercrombie & Fitch Co /De/), Credit Agreement (Abercrombie & Fitch Co /De/), Credit Agreement (Abercrombie & Fitch Co /De/)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Company Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower the Company Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Company Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower of the Company Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Company Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s any Borrowers’ obligations under this Section Section, all of which the Company hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Company Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, yield protection or tax gross-up and contingent obligations, in each case that are owing and with respect to which not claim has been made).
Appears in 2 contracts
Sources: Revolving Credit and Term Loan Agreement, Revolving Credit and Term Loan Agreement (Cooper Companies Inc)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding (including any Debtor Relief Law) affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 2 contracts
Sources: Credit Agreement (Lemaitre Vascular Inc), Credit Agreement (Eastern Co)
Guaranty Unconditional. The obligations of the Borrower Company, the Domestic Loan Parties and Foreign Loan Parties under this Section 2.15 Article 11 shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) 11.4.1 any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(ii) 11.4.2 any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iii) 11.4.3 any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationsObligation;
(iv) 11.4.4 any change in the corporate or limited liability company existence, structure or ownership of the Company, any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting the Company, any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of the Company, any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsObligation;
(v) 11.4.5 the existence of any claim, set-off or other rights which the Borrower any Loan Party may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vi) 11.4.6 any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Guaranteed ObligationsObligation; or
(vii) 11.4.7 any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Section, constitute a legal or equitable discharge of the Borrower’s Loan Parties’ obligations under this Section other than the irrevocable payment in full Payment In Full of all Borrower Guaranteed ObligationsObligations and the termination of the Commitments hereunder.
Appears in 2 contracts
Sources: Credit Agreement (Foster L B Co), Credit Agreement (Foster L B Co)
Guaranty Unconditional. The obligations of the Borrower VCP Exportadora and Newark under this Section 2.15 Article shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:by: Credit Agreement 59
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to of any obligation(s) of an Obligor under the Borrower Guaranteed Obligations Loan Documents and/or any Commitment(s) under any agreement or instrumentthe Loan Documents, by operation of law or otherwise;,
(iib) any modification or amendment of or supplement to this Agreement, any Note, Agreement or any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;,
(iiic) any release, impairment, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;Collateral,
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary the Newark Subsidiaries or any insolvencyother Person, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release event of the type described in Section 9.1(e), (f) or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating (g) with respect to any of the Borrower Guaranteed Obligations;Person,
(ve) the existence of any claim, set-off or other rights which the Borrower that VCP Exportadora or Newark may have at any time against any other Credit Partythe Newark Subsidiaries, the Administrative either Agent, any Lender, any Affiliate of any Lender other Secured Party or any other Person, whether in connection herewith or with any unrelated transactions;,
(vif) any invalidity or unenforceability relating to or against any other Credit Party Obligor for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsLoan Document, or any provision of applicable law or regulation Applicable Law purporting to prohibit the payment performance by any Credit Party Obligor of any of its obligations under the Borrower Guaranteed Obligations; Loan Documents, or
(viig) any other act or omission to act or delay of any kind by any other Credit PartyObligor, the Administrative either Agent, any Lender other Secured Party or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Section, constitute a legal or equitable discharge of the Borrower’s obligations of the Newark Subsidiaries under this Section other than the irrevocable payment in full of all Borrower Guaranteed ObligationsLoan Documents.
Appears in 2 contracts
Sources: Credit Agreement (Votorantim Pulp & Paper Inc), Credit Agreement (Votorantim Pulp & Paper Inc)
Guaranty Unconditional. The obligations of the Borrower Borrowers under this Section 2.15 Article XI shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Designated Hedge Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Designated Hedge Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Designated Hedge Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationsDesignated Hedge Obligation;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary Company or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary Company or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary Company contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Designated Hedge Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower that Borrowers may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party Party, for any reason reason, of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Designated Hedge Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Designated Hedge Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person Person, or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article XI, constitute a legal or equitable discharge of the Borrower’s Borrowers’ obligations under this Section Article XI other than the irrevocable payment in full of all Borrower Guaranteed of the Designated Hedge Obligations.
Appears in 2 contracts
Sources: Credit Agreement (Gibraltar Industries, Inc.), Credit Agreement (Gibraltar Industries, Inc.)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Company Guaranteed ObligationsObligation;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Party, the Administrative any Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative any Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of a Guarantor’s obligations under the BorrowerGuaranty or the Company’s obligations under this Section Article other than the irrevocable payment in full of all Borrower Company Guaranteed Obligations.
Appears in 2 contracts
Sources: Credit Agreement (American Greetings Corp), Credit Agreement (American Greetings Corp)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any the Borrower Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section Section, all of which the Borrower hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, tax gross-up or contingent obligations, in each case that are owing and with respect to which no claim has been made).
Appears in 2 contracts
Sources: Term Loan Agreement (Cooper Companies, Inc.), Loan Agreement (Cooper Companies, Inc.)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any the Borrower Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section Section, all of which the Borrower hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 2 contracts
Sources: Credit Agreement (Cooper Companies Inc), Credit Agreement (Cooper Companies Inc)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(ii) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iii) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(iv) any change in the corporate existence, structure or ownership of any Credit Party or other Restricted Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Restricted Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Restricted Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(v) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the any Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vi) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(vii) any other act or omission of any kind by any other Credit Party, the any Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 2 contracts
Sources: Credit Agreement (Circor International Inc), Credit Agreement (Circor International Inc)
Guaranty Unconditional. The obligations of the Borrower Borrowers under this Section 2.15 Article shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower Borrowers may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s Borrowers’ obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 2 contracts
Sources: Credit Agreement (Gibraltar Industries, Inc.), Credit Agreement (Ico Inc)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, any Designated Hedge Agreement, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding (including any Debtor Relief Law) affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender Lender, any Designated Hedge Creditor or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender Lender, any Designated Hedge Creditor or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 2 contracts
Sources: Credit Agreement (Eastern Co), Credit Agreement (Eastern Co)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 2 contracts
Sources: Credit Agreement (American Medical Systems Holdings Inc), Credit Agreement (Viasys Healthcare Inc)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any the Borrower Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;:
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Section, constitute a legal or equitable discharge of the Borrower’s obligations under this Section Section, all of which the Borrower hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Guaranteed ObligationsObligations (other than contingent indemnification obligations not yet due and payable).
Appears in 2 contracts
Sources: Credit Agreement (RBC Bearings INC), Credit Agreement (RBC Bearings INC)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article XI shall be absolute, unconditional and absolute irrevocable and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to of any obligation of the Canadian Borrower Guaranteed Obligations under this Agreement or any agreement or instrumentother Loan Document, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, Agreement or any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, impairment, non-perfection or invalidity of any other guaranty or of any direct or indirect security for any obligation of the Canadian Borrower Guaranteed Obligations under this Agreement or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligationsother Loan Document;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary the Canadian Borrower or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party the Canadian Borrower or other Subsidiary or its the Canadian Borrower's assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary the Canadian Borrower contained in this Agreement or any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligationsother Loan Document;
(ve) the existence of any claim, set-off or other rights right which the Borrower Company may have at any time against any other Credit Partythe Canadian Borrower, the Administrative either Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactionstransaction, provided that nothing herein shall prevent the assertion of any such claim by separate suit or compulsory counterclaim;
(vif) any invalidity or unenforceability relating to or against any other Credit Party the Canadian Borrower for any reason of this Agreement or any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligationsother Loan Document, or any provision of applicable law or regulation Applicable Law purporting to prohibit the payment by any Credit Party of any the Canadian Borrower of the principal of or interest on any other Loan Document or any other amount payable by the Canadian Borrower Guaranteed Obligationsunder this Agreement; or
(viig) any other act or omission to act or delay of any kind by any other Credit Partythe Canadian Borrower, the Administrative either Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of the Borrower’s Company's obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligationsas guarantor hereunder.
Appears in 2 contracts
Sources: Credit Agreement (Lance Inc), Credit Agreement (Lance Inc)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Company Guaranteed ObligationsObligation;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Party, the Administrative Global Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Global Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of a Subsidiary’s obligations under the BorrowerSubsidiary Guaranty or the Company’s obligations under this Section Article other than the irrevocable payment in full of all Borrower Company Guaranteed Obligations.
Appears in 2 contracts
Sources: Credit Agreement (American Greetings Corp), Credit Agreement (American Greetings Corp)
Guaranty Unconditional. The obligations of the Borrower Parent under this Section 2.15 13 shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to of any obligation of the Borrower Guaranteed Obligations Company or any Subsidiary Guarantor under this Agreement, any agreement other Loan Document or instrumentany applicable Hedging Agreement, by operation of law or otherwiseotherwise (other than payment in full of the Guaranteed Obligations);
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, Document or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligationapplicable Hedging Agreement;
(iiic) any release, impairment, non-perfection or invalidity of any direct or indirect security for any obligation of the Borrower Guaranteed Obligations Company under this Agreement, any agreement other Loan Document or instrument evidencing or relating to any Borrower Guaranteed Obligationsapplicable Hedging Agreement;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary the Company, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary the Company or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary the Company contained in this Agreement, any agreement other Loan Document or instrument evidencing or relating to any applicable Hedging Agreement (other than payment in full of the Borrower Guaranteed Obligations);
(ve) the existence of any claim, set-off or other rights right which the Borrower Parent may have at any time against any other Credit Partythe Company, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith with this Agreement, any other Loan Document, any applicable Hedging Agreement or any unrelated transactionstransaction;
(vif) any invalidity or unenforceability relating to or against any other Credit Party the Company for any reason of this Agreement, any agreement other Loan Document or instrument evidencing or relating to any of the Borrower Guaranteed Obligationsapplicable Hedging Agreement, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any the Company of the Borrower Guaranteed Obligationsprincipal of or interest on any Loan, any amounts payable with respect to any Letter of Credit, any other amount payable by it under this Agreement, any other Loan Document or any applicable Hedging Agreement; or
(viig) any other act or omission to act or delay of any kind by any other Credit Partythe Company, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of or defense to the BorrowerParent’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligationshereunder.
Appears in 2 contracts
Sources: Credit Agreement (Middleby Corp), Credit Agreement (Middleby Corp)
Guaranty Unconditional. The obligations of the Borrower each Account Party under this Section 2.15 Article VII shall be unconditional unconditional, absolute and absolute irrevocable and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(i) any extension, renewal, settlement, compromise, waiver or release (including with respect to any Collateral) in respect to the Borrower Guaranteed Obligations of any obligation of any other obligor under any agreement or instrumentof the Loan Documents, by operation of law or otherwise;
(ii) any modification or amendment of or supplement to this Agreement, any Note, any other of the Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationDocuments;
(iii) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations any obligation of any other obligor under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligationsof the Loan Documents;
(iv) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary obligor, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary obligor or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary obligor contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsLoan Documents;
(v) the existence of any claim, set-off or other rights which the Borrower any obligor may have at any time against any other Credit Partyobligor, the Administrative Agent, any Lender, any Affiliate of any Lender Bank or any other Personcorporation or person, whether in connection herewith with any of the Loan Documents or any unrelated transactions, provided that nothing herein shall prevent the assertion of any such claim by separate suit or compulsory counterclaim;
(vi) any invalidity or unenforceability relating to or against any other Credit Party obligor for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsLoan Documents, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party other obligor of principal interest or any other amount payable under any of the Borrower Guaranteed ObligationsLoan Documents; or
(vii) any other act or omission to act or delay of any kind by any other Credit Partyobligor, the Administrative Agent, any Lender Bank or any other Person corporation or person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of the Borrower’s or defense to an Account Party's obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed ObligationsArticle VII.
Appears in 2 contracts
Sources: Reimbursement Agreement (Ace LTD), Reimbursement Agreement (Ace LTD)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Company Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Company Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower Company may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the BorrowerCompany’s obligations under this Section other than the irrevocable payment in full of all Borrower Company Guaranteed Obligations.
Appears in 1 contract
Sources: Credit Agreement (Nn Inc)
Guaranty Unconditional. The obligations of the Borrower Guarantor under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower the Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower of the Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or Obligor (other Subsidiary than the Borrower) or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or Obligor (other Subsidiary than the Borrower) or its assets or any resulting release or discharge of any obligation of any Credit Party or Obligor (other Subsidiary than the Borrower) contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower Guarantor may have at any time against any Obligor (other Credit Partythan the Borrower), the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any Obligor (other Credit Party than the Borrower) for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law Law or regulation purporting to prohibit the payment by any Credit Party Obligor of any of the Borrower Guaranteed Obligations, or any decree or order prohibiting any Obligor from paying, or releasing or discharging the obligation of any Obligor to pay, any of the Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit PartyObligor, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s any Obligors’ obligations under this Section Section, all of which the Guarantor hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Guaranteed Obligations.Obligations (other than amounts in respect of indemnification, expense reimbursement, tax gross-up or contingent obligations in each case that are owing and with respect to which no claim has been made). 110
Appears in 1 contract
Sources: Revolving Credit Agreement (Millicom International Cellular Sa)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any the Borrower Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations, or any decree or order prohibiting any Credit Party from paying, or releasing or discharging the obligation of any Credit Party to pay, any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section Section, all of which the Borrower hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 2.10 shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(ii) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iii) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(iv) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(v) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any the Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vi) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(vii) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.152.10, constitute a legal or equitable discharge of the Borrower’s 's obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 each Guarantor hereunder shall be unconditional unconditional, irrevocable and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(i) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations of any obligation of any other Loan Party under any agreement or instrumentLoan Document, by operation of law or otherwise;
(ii) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iii) any release, impairment, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations any obligation of any other Loan Party under any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationsLoan Document;
(iv) any change in the corporate existence, structure or ownership of any Credit other Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit other Loan Party or other Subsidiary or any of its assets or any resulting release or discharge of any obligation of any Credit other Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsLoan Document;
(v) the existence of any claim, set-off or other rights which the Borrower such Guarantor may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender Bank or any other Person, whether in connection herewith or any unrelated transactions, provided that nothing herein shall prevent the assertion of any such claim by separate suit or compulsory counterclaim;
(vi) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsLoan Document, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit other Loan Party of the principal of or interest on any of Note or any other amount payable by it under the Borrower Guaranteed ObligationsLoan Document; or
(vii) any other act or omission to act or delay of any kind by any other Credit Loan Party, the Administrative Agent, any Lender Bank or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of the Borrower’s such Guarantor's obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligationshereunder.
Appears in 1 contract
Sources: Credit Agreement (Qwest Communications International Inc)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable than, subject to Section 10.04, payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Sources: Credit Agreement (Preferred Apartment Communities Inc)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release (other than a waiver or release of the entire amount of the Borrower Guaranteed Obligations in connection with the termination in full of the Commitments and the repayment in full of the Loans and all interest, Fees and all other Obligations incurred hereunder and under the other Loan Documents (other than contingent indemnification obligations, unasserted expense reimbursement obligations and Letters of Credit that have been Cash Collateralized or backstopped) concurrently with the termination of the Loan Documents) in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release (other than a waiver or release of the entire amount of the Borrower Guaranteed Obligations in connection with the termination in full of the Commitments and the repayment in full of the Loans and all interest, Fees and all other Obligations incurred hereunder and under the other Loan Documents (other than contingent indemnification obligations, unasserted expense reimbursement obligations and Letters of Credit that have been Cash Collateralized or backstopped) concurrently with the termination of the Loan Documents) in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding (including under any Debtor Relief Law) affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any the Borrower Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section Section, all of which the Borrower hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, yield protection or tax gross-up andor contingent obligations, in each case that are owing and with respect to which notno claim has been made).
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 11 shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) 11.3.1 any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(ii) 11.3.2 any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iii) 11.3.3 any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Company Guaranteed ObligationsObligation;
(iv) 11.3.4 any change in the corporate or limited liability company existence, structure or ownership of any Credit Party Borrower or other Consolidated Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party Borrower or other Consolidated Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party Borrower or other Consolidated Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation;
(v) 11.3.5 the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit PartyBorrower, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vi) 11.3.6 any invalidity or unenforceability relating to or against any other Credit Party Borrower for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party Borrower of any of the Borrower Company Guaranteed Obligations; or
(vii) 11.3.7 any other act or omission of any kind by any other Credit PartyBorrower, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Section, constitute a legal or equitable discharge of the BorrowerCompany’s obligations under this Section other than the irrevocable payment in full of all Borrower Company Guaranteed ObligationsObligations and the termination of the Commitments hereunder.
Appears in 1 contract
Sources: Revolving Credit Facility (RPM International Inc/De/)
Guaranty Unconditional. The obligations of the Borrower Company, the Domestic Loan Parties and Foreign Loan Parties under this Section 2.15 11 shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) 11.4.1 any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(ii) 11.4.2 any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iii) 11.4.3 any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationsObligation;
(iv) 11.4.4 any change in the corporate or limited liability company existence, structure or ownership of the Company, any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting the Company, any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of the Company, any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsObligation;
(v) 11.4.5 the existence of any claim, set-off or other rights which the Borrower any Loan Party may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vi) 11.4.6 any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Guaranteed ObligationsObligation; or
(vii) 11.4.7 any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Section, constitute a legal or equitable discharge of the Borrower’s Loan Parties’ obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed ObligationsObligations and the termination of the Commitments hereunder.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any the Borrower Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section Section, all of which the Borrower hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, yield protection or tax gross-up and contingent obligations, in each case that are owing and with respect to which not claim has been made).
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:: NAI-1534445371v61539529111v7
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any the Borrower Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section Section, all of which the Borrower hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, tax gross-up or contingent obligations, in each case that are owing and with respect to which no claim has been made).
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s 's obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Guaranteed Obligations shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, (other than in connection with a Discharge of Obligations (as defined in the Security Agreement)) shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to of any obligations of any Note Party under the Borrower Guaranteed Obligations Note Documents and/or any Commitments under any agreement or instrumentthe Note Documents, by operation of law or otherwiseotherwise (other than with respect to any such extension, renewal, settlement, compromise, waiver or release agreed in accordance with the terms hereunder as expressly applying to the Guaranteed Obligations);
(iib) any modification or amendment of or supplement to this Agreement, any Note, Agreement or any other Loan Document, or any agreement or instrument evidencing or relating Note Document (other than with respect to any Borrower modification, amendment or supplement agreed in accordance with the terms hereunder as expressly applying to the Guaranteed ObligationObligations);
(iiic) any release, non-failure to perfect or continue perfection or invalidity of a security interest in any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationsCollateral;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary Gauzy Company or any insolvencyother Person, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release event of the type described in Sections 5.01, 6.01 or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating 6.07 with respect to any of the Borrower Guaranteed ObligationsPerson;
(ve) the existence of any claim, set-off or other rights which that the Borrower Guarantors may have at any time against any other Credit Note Party, the Administrative Agent, any Lender, any Affiliate of any Lender Secured Party or any other PersonPerson (except for the defense that the Guaranteed Obligations have been paid), whether in connection herewith or with any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Note Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsNote Document, or any provision of applicable law or regulation Applicable Law purporting to prohibit the payment performance by any Credit Note Party of any of its obligations under the Borrower Note Documents (other than any such invalidity or unenforceability with respect solely to the Guaranteed Obligations); or
(viig) any other act or omission to act or delay of any kind by any other Credit Note Party, the Administrative Agent, any Lender Secured Party or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.159.02, constitute a legal or equitable discharge of the Borrower’s obligations of any Note Party under the Note Documents. It is expressly agreed that the Israeli Guarantee Law, 5727-1967 (the “Israeli Guarantee Law”) shall not apply to this Section Agreement or to any Note Document. However, should the Israeli Guarantee Law for any reason be deemed to apply to this Agreement or to any Note Document, the Company hereby irrevocably and unconditionally waives all rights and defenses that may have been available to it under the Israeli Guarantee Law, provided that the forgoing shall not in any way affect or constitute a waiver by any Note Party of any rights or defenses available to the Company under the terms of this Agreement or the laws of the State of New York after giving effect to the other than the irrevocable payment in full provisions of all Borrower Guaranteed Obligationsthis Article IX.
Appears in 1 contract
Sources: Note Purchase Agreement (Gauzy Ltd.)
Guaranty Unconditional. The obligations of the Borrower Guarantors under this Section 2.15 Borrower Guaranty shall be be, joint and several, irrevocable, unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations of any obligation of any advance under this Agreement or any agreement Loan Document or instrument, any document in respect of an Affiliate Loan by operation of law Law or otherwise;
; (ii) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, Agreement or any agreement Loan Document or instrument evidencing or relating to any Borrower Guaranteed Obligation;
document in respect of any Affiliate Loan; (iiiii) any modification, amendment, waiver, release, non-perfection or invalidity of any direct or indirect security for security, or of any guarantee or other liability of any third party, of the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to of any Borrower Guaranteed Obligations;
or its Subsidiary; (iviii) any change in the corporate existence, structure structure, or ownership of any Credit Party or other Subsidiary of, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary Borrower Guarantor or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any the Obligations of the Borrower Guaranteed Obligations;
Guarantors contained in this Agreement or any Loan Document; (viv) the existence of any claim, set-off or other rights which the Borrower International may have at any time against any other Credit Party, the Administrative Agent, Agent or any Lender, any Affiliate of any Lender Loan Party or any other Person, whether or not arising in connection herewith with this Agreement or any unrelated transactions;
Loan Document, provided, however, that nothing herein shall prevent the assertion of any such claim by separate suit or compulsory counterclaim; (viv) any invalidity or unenforceability relating to or against any other Credit Party Borrower or its Subsidiary for any reason of this Agreement or any agreement Loan Document or instrument evidencing or relating to any document in respect of the Borrower Guaranteed Obligations, an Affiliate Loan or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of Borrower under this Agreement or any of Loan Document; or (vi) to the Borrower Guaranteed Obligations; or
(vii) extent permitted by applicable Law, any other act or omission to act or delay of any kind by any other Credit Partya Borrower Guarantor, the Administrative Agent, any Lender Loan Party or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of the Borrower’s obligations Guaranteed Obligations of any Borrower under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations9.
Appears in 1 contract
Sources: Multicurrency Credit and Security Agreement (Erico Products Inc)
Guaranty Unconditional. The obligations of the Borrower Borrowers under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwiseotherwise (except to the extent of any such settlement, compromise, waiver or release);
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationObligation (except to the extent of such modification, amendment or supplement);
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which (other than the defense of payment) that such Borrower may have at any time against any other Credit Party, the Administrative any Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative any Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article X, constitute a legal or equitable discharge of the such Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower Parent Guarantor under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
: (ia) any extension, renewal, settlement, compromise, waiver or release (other than a waiver or release of the entire amount of the Parent Guarantor Guaranteed Obligations in connection with the termination in full of the Commitments and the repayment in full of the Loans and all interest, fees and all other Obligations incurred hereunder and under the other Loan Documents (other than contingent indemnification obligations and unasserted expense reimbursement obligations) concurrently with the termination of the Loan Documents) in respect to the Borrower Parent Guarantor Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
; (iib) any modification or amendment of or supplement to this Agreement, any Note, Note or any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
; (iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Parent Guarantor Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Parent Guarantor Guaranteed Obligations;
; (ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding (including under any Debtor Relief Law) affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Parent Guarantor Guaranteed Obligations;
(v) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vi) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(vii) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 11 [Guaranty] shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) 11.3.1 any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(ii) 11.3.2 any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iii) 11.3.3 any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Company Guaranteed ObligationsObligation;
(iv) 11.3.4 any change in the corporate or limited liability company existence, structure or ownership of any Credit Party the Foreign Borrower or other Consolidated Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party the Foreign Borrower or other Consolidated Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party the Foreign Borrower or other Consolidated Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation;
(v) 11.3.5 the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Partythe Foreign Borrower, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vi) 11.3.6 any invalidity or unenforceability relating to or against any other Credit Party the Foreign Borrower for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party the Foreign Borrower of any of the Borrower Company Guaranteed Obligations; or
(vii) 11.3.7 any other act or omission of any kind by any other Credit Partythe Foreign Borrower, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Section, constitute a legal or equitable discharge of the BorrowerCompany’s obligations under this Section other than the irrevocable payment in full of all Borrower Company Guaranteed ObligationsObligations and the termination of the Commitments hereunder.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Company Guaranteed ObligationsObligation;’
(ivd) any change in the corporate existence, structure or ownership of any Credit Party Borrower or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party Borrower or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party Borrower or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit PartyBorrower, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party Borrower for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party Borrower of any of the Borrower Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit PartyBorrower, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Section, constitute a legal or equitable discharge of the BorrowerCompany’s obligations under this Section other than the irrevocable payment in full of all Borrower Company Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding (including any Debtor Relief Law) affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full in cash of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Company Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower any Company Guaranteed Obligations Obligation under any agreement or instrument evidencing or relating to any Borrower Company Guaranteed ObligationsObligation;
(ivd) any change in the corporate or limited liability company existence, structure or ownership of any Credit Party Borrower or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party Borrower or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party Borrower or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit PartyBorrower, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Personperson, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party Borrower for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed ObligationsObligation, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party Borrower of any of the Borrower Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit PartyBorrower, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Section, constitute a legal or equitable discharge of the BorrowerCompany’s obligations under this Section other than the irrevocable payment in full of all Borrower Company Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Company Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower the Company Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Company Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower of the Company Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Company Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s any Borrowers’ obligations under this Section Section, all of which the Company hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Company Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, tax gross-up or contingent obligations in each case that are owing and with respect to which no claim has been made).
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (Cooper Companies, Inc.)
Guaranty Unconditional. The obligations of the Borrower Borrowers under this Section 2.15 Article shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower Borrowers may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s Borrowers’ obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Sources: Amendment and Restatement Agreement (Gibraltar Industries, Inc.)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower Parent under this Section 2.15 13 shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to of any obligation of the Borrower Guaranteed Obligations Company or any Subsidiary Guarantor under this Agreement, any agreement other Loan Document or instrumentany applicable Hedging Agreement, by operation of law or otherwiseotherwise (other than payment in full of the Guaranteed Obligations);
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, Document or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligationapplicable Hedging Agreement;
(iiic) any release, impairment, non-perfection or invalidity of any direct or indirect security for any obligation of the Borrower Guaranteed Obligations Company under this Agreement, any agreement other Loan Document or instrument evidencing or relating to any Borrower Guaranteed Obligationsapplicable Hedging Agreement;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary the Company, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary the Company or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary the Company contained in this Agreement, any agreement other Loan Document or instrument evidencing or relating to any applicable Hedging Agreement (other than payment in full of the Borrower Guaranteed Obligations);
(ve) the existence of any claim, set-off or other rights right which the Borrower Parent may have at any time against any other Credit Partythe Company, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith with this Agreement, any other Loan Document, any applicable Hedging Agreement or any unrelated transactionstransaction;
(vif) any invalidity or unenforceability relating to or against any other Credit Party the Company for any reason of this Agreement, any agreement other Loan Document or instrument evidencing or relating to any of the Borrower Guaranteed Obligationsapplicable Hedging Agreement, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any the Company of the Borrower Guaranteed Obligationsprincipal of or interest on any Loan, any amounts payable with respect to any Letter of Credit, any other amount payable by it under this Agreement, any other Loan Document or any applicable Hedging Agreement; or
(viig) any other act or omission to act or delay of any kind by any other Credit Partythe Company, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of or defense to the Borrower’s Parent's obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligationshereunder.
Appears in 1 contract
Sources: Credit Agreement (Middleby Corp)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding (including any Debtor Relief Law) affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full in cash of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any the Borrower Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;; NAI-1534445371v11534445371v6
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vi) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(vii) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15, constitute a legal or equitable discharge of the Borrower’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any the Borrower Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;; Table of Contents
(ve) the existence of any claim, set-off or other rights which the Borrower may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s obligations under this Section Section, all of which the Borrower hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, yield protection or tax gross-up and contingent obligations, in each case that are owing and with respect to which not claim has been made).
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Company Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower the Company Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Company Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower of the Company Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed NAI-1534296381v11534296381v7 Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Company Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s any Borrowers’ obligations under this Section Section, all of which the Company hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Company Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, tax gross-up or contingent obligations in each case that are owing and with respect to which no claim has been made).
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (Cooper Companies, Inc.)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article X shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Company Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower the Company Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Company Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower of the Company Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Company Guaranteed Obligations, or any decree or order prohibiting any Credit Party from paying, or releasing or discharging the obligation of any Credit Party to pay, any of the Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s any Borrowers’ obligations under this Section Section, all of which the Company hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Company Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, yield protection or tax gross-up and contingent obligations, in each case that are owing and with respect to which not claim has been made).
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 15 shall be continuing, unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower of any Guaranteed Obligations under any agreement or instrumentObligation, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any modification, amendment, waiver, release, non-perfection or invalidity of any direct or indirect security security, or of any Suretyship Liability or other liability of any third party, for the Borrower any Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationsObligation;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party Subsidiary that is a Borrower or any other Subsidiary Loan Party, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Subsidiary that is a Borrower or any other Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsObligation;
(ve) the existence of any claim, set-off setoff or other rights right which the Borrower Company may have at any time against any other Credit PartySubsidiary that is a Borrower, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether or not arising in connection herewith or any unrelated transactionswith the Loan Documents;
(vif) any invalidity or unenforceability relating to or against any Subsidiary that is a Borrower or any other Credit Loan Party for any reason of the whole or any agreement or instrument evidencing or relating to provision of any of the Borrower Guaranteed ObligationsLoan Document, or any provision of applicable law or regulation purporting to prohibit the payment or performance by any Credit Party of any Subsidiary that is a Borrower of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind to act or delay by any Subsidiary that is a Borrower, any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.1515.2, constitute a legal or equitable discharge of the Borrower’s obligations of the Company under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligations15.
Appears in 1 contract
Sources: Credit Agreement (Tokheim Corp)
Guaranty Unconditional. The obligations of the Borrower each Account Party ---------------------- under this Section 2.15 Article VII shall be unconditional unconditional, absolute and absolute irrevocable and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(i) any extension, renewal, settlement, compromise, waiver or release (including with respect to any Collateral) in respect to the Borrower Guaranteed Obligations of any obligation of any other obligor under any agreement or instrumentof the Loan Documents, by operation of law or otherwise;
(ii) any modification or amendment of or supplement to this Agreement, any Note, any other of the Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationDocuments;
(iii) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations any obligation of any other obligor under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligationsof the Loan Documents;
(iv) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary obligor, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary obligor or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary obligor contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsLoan Documents;
(v) the existence of any claim, set-off or other rights which the Borrower any obligor may have at any time against any other Credit Partyobligor, the Administrative Agent, any Lender, any Affiliate of any Lender Bank or any other Personcorporation or person, whether in connection herewith with any of the Loan Documents or any unrelated transactions, provided that -------- nothing herein shall prevent the assertion of any such claim by separate suit or compulsory counterclaim;
(vi) any invalidity or unenforceability relating to or against any other Credit Party obligor for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsLoan Documents, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party other obligor of principal interest or any other amount payable under any of the Borrower Guaranteed ObligationsLoan Documents; or
(vii) any other act or omission to act or delay of any kind by any other Credit Partyobligor, the Administrative Agent, any Lender Bank or any other Person corporation or person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of the Borrower’s or defense to an Account Party's obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed ObligationsArticle VII.
Appears in 1 contract
Sources: Reimbursement Agreement (Ace LTD)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 each Guarantor hereunder shall be unconditional unconditional, irrevocable and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(i) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations of any obligation of any other Loan Party under any agreement or instrumentLoan Document, by operation of law or otherwise;
(ii) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iii) any release, impairment, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations any obligation of any other Loan Party under any agreement or instrument evidencing or relating to any Borrower Guaranteed ObligationsLoan Document;
(iv) any change in the corporate existence, structure or ownership of any Credit other Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit other Loan Party or other Subsidiary or any of its assets or any resulting release or discharge of any obligation of any Credit other Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsLoan Document;
(v) the existence of any claim, set-off or other rights which the Borrower such Guarantor may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions, provided that nothing herein shall prevent the assertion of any such claim by separate suit or compulsory counterclaim;
(vi) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsLoan Document, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit other Loan Party of the principal of or interest on any of Note or any other amount payable by it under the Borrower Guaranteed ObligationsLoan Document; or
(vii) any other act or omission to act or delay of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of the Borrower’s such Guarantor's obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligationshereunder.
Appears in 1 contract
Sources: Term Loan Agreement (Qwest Communications International Inc)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Company Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower the Company Guaranteed ObligationObligations;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Company Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower of the Company Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of NAI-1523373604v1 -91- any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Company Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Company Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s any Borrowers’ obligations under this Section Section, all of which the Company hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Company Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, tax gross-up or contingent obligations in each case that are owing and with respect to which no claim has been made).
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (Cooper Companies, Inc.)
Guaranty Unconditional. The obligations of the Borrower Parent under this Section 2.15 shall 13shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
by: (ia) any extension, renewal, settlement, compromise, waiver or release in respect to of any obligation of the Borrower Guaranteed Obligations Company or any Subsidiary Guarantor under this Agreement, any agreement other Loan Document or instrumentany applicable Hedging Agreement, by operation of law or otherwise;
otherwise (iiother than payment in full of the Guaranteed Obligations); (b) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, Document or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
applicable Hedging Agreement; (iiic) any release, impairment, non-perfection or invalidity of any direct or indirect security for any obligation of the Borrower Guaranteed Obligations Company under this Agreement, any agreement other Loan Document or instrument evidencing or relating to any Borrower Guaranteed Obligations;
applicable Hedging Agreement; (ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary the Company, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary the Company or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary the Company contained in this Agreement, any agreement other Loan Document or instrument evidencing or relating to any applicable Hedging Agreement (other than payment in full of the Borrower Guaranteed Obligations;
); (ve) the existence of any claim, set-off or other rights right which the Borrower Parent may have at any time against any other Credit Partythe Company, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith with this Agreement, any other Loan Document, any applicable Hedging Agreement or any unrelated transactions;
transaction; (vif) any invalidity or unenforceability relating to or against any other Credit Party the Company for any reason of this Agreement, any agreement other Loan Document or instrument evidencing or relating to any of the Borrower Guaranteed Obligationsapplicable Hedging Agreement, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any the Company of the Borrower Guaranteed Obligationsprincipal of or interest on any Loan, any amounts payable with respect to any Letter of Credit, any other amount payable by it under this Agreement, any other Loan Document or any applicable Hedging Agreement; or
or (viig) any other act or omission to act or delay of any kind by any other Credit Partythe Company, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15paragraph, constitute a legal or equitable discharge of or defense to the BorrowerParent’s obligations under this Section other than the irrevocable payment in full of all Borrower Guaranteed Obligationshereunder.
Appears in 1 contract
Sources: Credit Agreement (Middleby Corp)
Guaranty Unconditional. The obligations of the Borrower Company under this Section 2.15 Article IX shall be irrevocable, unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(i) : any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Company Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(ii) ; any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower the Company Guaranteed Obligation;
(iii) Obligations; any release, non-perfection or invalidity of any direct or indirect security for the Borrower Company Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower of the Company Guaranteed Obligations;
(iv) ; any change in the corporate existence, structure or ownership of any Credit Loan Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Loan Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Loan Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations;
(v) ; the existence of any claim, set-off or other rights which the Borrower Company may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vi) ; any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Company Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Loan Party of any of the Borrower Company Guaranteed Obligations, or any decree or order prohibiting any Loan Party from paying, or releasing or discharging the obligation of any Loan Party to pay, any of the Company Guaranteed Obligations; or
(vii) or any other act or omission of any kind by any other Credit Loan Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this Section 2.15Article, constitute a legal or equitable discharge of the Borrower’s any Borrowers’ obligations under this Section Section, all of which the Company hereby unconditionally waives to the fullest extent permitted by law, other than the irrevocable payment in full of all Borrower Company Guaranteed ObligationsObligations (other than amounts in respect of indemnification, expense reimbursement, tax gross-up or contingent obligations in each case that are owing and with respect to which no claim has been made).
Appears in 1 contract
Sources: Revolving Credit Agreement (Cooper Companies, Inc.)
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Article X shall be unconditional and absolute and, without limiting the generality of the foregoing shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the following:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to the Borrower Guaranteed Obligations under any agreement or instrument, by operation of law or otherwise;
(iib) any modification or amendment of or supplement to this Agreement, any Note, any other Loan Document, or any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligation;
(iiic) any release, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;
(ivd) any change in the corporate existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;
(ve) the existence of any claim, set-off or other rights which that the Borrower may have at any time against any other Credit Party, the Administrative Agent, any Lender, any Affiliate of any Lender or any other Person, whether in connection herewith or any unrelated transactions;
(vif) any invalidity or unenforceability relating to or against any other Credit Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations, or any provision of applicable law or regulation purporting to prohibit the payment by any Credit Party of any of the Borrower Guaranteed Obligations; or
(viig) any other act or omission of any kind by any other Credit Party, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.15Article X, constitute a legal or equitable discharge of the Borrower’s obligations under this Section 10.03 other than the irrevocable payment in full of all Borrower Guaranteed Obligations.
Appears in 1 contract
Guaranty Unconditional. The obligations of the Borrower under this Section 2.15 Guaranteed Obligations shall be unconditional and absolute and, without limiting the generality of the foregoing foregoing, shall not be released, discharged or otherwise affected by the occurrence, one or more times, of any of the followingby:
(ia) any extension, renewal, settlement, compromise, waiver or release in respect to of any obligations of any Loan Party under the Borrower Guaranteed Obligations Financing Documents and/or any Commitments under any agreement or instrumentthe Financing Documents, by operation of law or otherwise;otherwise (other than with respect to any such extension, renewal, settlement, compromise, waiver or release agreed in accordance with the terms hereunder as expressly applying to the Guaranteed Obligations),
(iib) any modification or amendment of or supplement to this Agreement, any Note, Agreement or any other Loan Document, or any agreement or instrument evidencing or relating Financing Document (other than with respect to any Borrower modification, amendment or supplement agreed in accordance with the terms hereunder as expressly applying to the Guaranteed Obligation;Obligations),
(iiic) any release, impairment, non-perfection or invalidity of any direct or indirect security for the Borrower Guaranteed Obligations under any agreement or instrument evidencing or relating to any Borrower Guaranteed Obligations;Collateral,
(ivd) any change in the corporate organized existence, structure or ownership of any Credit Party or other Subsidiary or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any Credit Party or other Subsidiary or its assets or any resulting release or discharge of any obligation of any Credit Party or other Subsidiary contained in any agreement or instrument evidencing or relating to any of the Borrower Guaranteed Obligations;Loan Party,
(ve) the existence of any claim, set-off or other rights which the Borrower that any Guarantor may have at any time against any other Credit Loan Party, the Administrative Agent, any Lender, any Affiliate of any Lender Secured Party or any other Person, whether in connection herewith or with any unrelated transactions;,
(vif) any invalidity or unenforceability relating to or against any other Credit Loan Party for any reason of any agreement or instrument evidencing or relating to any of the Borrower Guaranteed ObligationsFinancing Document, or any provision of applicable law or regulation Applicable Law purporting to prohibit the payment performance by any Credit Loan Party of any of its obligations under the Borrower Financing Documents (other than any such invalidity or unenforceability with respect solely to the Guaranteed Obligations; ),
(g) the failure of any Material Project Party to make payments owed to any Loan Party under a Material Project Document, or
(viih) any other act or omission to act or delay of any kind by any other Credit Loan Party, the Administrative Agent, any Lender Secured Party or any other Person or any other circumstance whatsoever which that might, but for the provisions of this Section 2.159.02, constitute a legal or equitable discharge of the Borrower’s obligations of any Loan Party under this Section other than the irrevocable payment in full of all Borrower Guaranteed ObligationsFinancing Documents.
Appears in 1 contract
Sources: Credit and Guaranty Agreement (Tellurian Inc. /De/)