Liability absolute and unconditional Clause Samples
The 'Liability absolute and unconditional' clause establishes that a party’s obligation to perform under the contract is not subject to any conditions, defenses, or excuses. In practice, this means that the responsible party must fulfill their duties regardless of any external circumstances, such as disputes, counterclaims, or changes in the underlying agreement. This clause ensures that the party’s liability remains firm and enforceable, thereby providing certainty and minimizing the risk of non-performance due to unforeseen events or legal arguments.
Liability absolute and unconditional. The obligations of each Guarantor under this Clause 16 shall be irrevocable, absolute and unconditional and shall not be affected by an act, omission, matter or thing which, but for this Clause, would reduce, release or prejudice any of its obligations under this Clause 16, and each Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:
(a) any time, waiver or consent granted to, or composition with, any Security Party or other person;
(b) the release of any other Security Party or any other person under the terms of any composition or arrangement with any creditor of any Security Party;
(c) the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, any Security Party or other person or any non-presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realize the full value of any security;
(d) any incapacity or lack of power, authority or legal personality of or dissolution or change in the corporate or company structure or status of a Security Party or any other person (including without limitation any change in the holding of such Security Party’s or other person’s Equity Interests);
(e) any amendment to or replacement of a Finance Document, a Master Agreement or any other document or security;
(f) any unenforceability, illegality or invalidity of any obligation of any Security Party or any other person under any Finance Document, any Master Agreement or any other document or security;
(g) any bankruptcy, insolvency or similar proceedings; or
(h) any other circumstance whatsoever that might otherwise constitute a defense available to, or a legal or equitable discharge of, any Security Party.
Liability absolute and unconditional. The liability of every maker or co-maker hereunder shall be absolute and unconditional without regard to the liability of any other party.
Liability absolute and unconditional. The liability of each Guarantor under this Agreement shall be absolute and unconditional.
Liability absolute and unconditional. The obligations of the Guarantor under this Clause 16 shall be irrevocable, absolute and unconditional and shall not be affected by an act, omission, matter or thing which, but for this Clause, would reduce, release or prejudice any of its obligations under this Clause 16, and the Guarantor hereby irrevocably waives any defenses it may now have or hereafter acquire in any way relating to, any or all of the following:
Liability absolute and unconditional. (1) The obligations of the Guarantor under this agreement are continuing, unconditional and absolute and, without limiting the generality of the foregoing, will not be released, discharged, limited or otherwise affected by (and the Guarantor hereby consents to or waives, as applicable, to the fullest extent permitted by applicable law):
(a) any extension, other indulgence, renewal, settlement, discharge, compromise, waiver, subordination or release in respect of any Guaranteed Obligations, security, Person or otherwise;
(b) any modification or amendment of or supplement to the Guaranteed Obligations, including any increase or decrease in the principal, the rates of interest or other amounts payable thereunder;
(c) any release, non-perfection or invalidity of any direct or indirect security for any Guaranteed Obligations;
(d) any winding-up, dissolution, insolvency, bankruptcy, reorganization or other similar proceeding affecting the Borrower or any other Person or any of their property;
(e) the existence of any claim, set-off or other rights which the Guarantor may have at any time against any Secured Party or the Borrower or any other Person;
(f) any invalidity, illegality or unenforceability relating to or against any Borrower or any provision of applicable law or regulation purporting to prohibit the payment by the Borrower of any principal or interest in respect of the Guaranteed Obligations;
(g) any limitation, postponement, prohibition, subordination or other restriction on the rights of any Secured Party to payment of the Guaranteed Obligations;
(h) any release, substitution or addition of any co-signer, endorser or other guarantor of the Guaranteed Obligations;
(i) any defence arising by reason of any failure of any Secured Party to make any presentment, demand for performance, notice of non-performance, protest or any other notice, including notice of acceptance of this agreement, partial payment or non-payment of any Guaranteed Obligations or the existence, creation or incurring of new or additional Guaranteed Obligations;
(j) any defence arising by reason of any failure of any Secured Party to proceed against the Borrower or any other Person, to proceed against, apply or exhaust any security held from the Borrower or any other Person for the Guaranteed Obligations, to proceed against, apply or exhaust any security held from the Guarantor or any other Person for the Guaranteed Obligations or to pursue any other remedy in the power of any Secured ...
Liability absolute and unconditional. The liability of the Government hereunder, and the rights and remedies of the Bank, shall be irrevocable, absolute and unconditional, and shall not be prejudiced, reduced, deferred or limited, irrespective of:
Liability absolute and unconditional. This is an absolute, present and continuing guaranty of payment, performance and completion and not of collection. Guarantor agrees that this Guaranty may be enforced by Landlord without the necessity at any time of resorting to or exhausting any other security or collateral given in connection herewith or with the Ground Lease or resorting to any other guaranties. Guarantor hereby waives any right to require Landlord to join Tenant in any action brought hereunder or to commence any action against or obtain any judgment against Tenant or to pursue any other remedy or enforce any other right. Guarantor further agrees that nothing contained herein or otherwise shall prevent Landlord from pursuing concurrently or successively all rights and remedies available to it at law and/or in equity or under the Ground Lease, and the exercise of any of its rights or the completion of any of its remedies shall not constitute a discharge of Guarantor’s obligations hereunder, it being the purpose and intent of Guarantor that the obligations of Guarantor hereunder shall be absolute, independent and unconditional under any and all circumstances whatsoever. None of Guarantor’s obligations under this Guaranty or any remedy for the enforcement thereof shall be impaired, modified, changed or released in any manner whatsoever by any impairment, modification, change, release or limitation of the liability of Tenant under the Ground Lease or by reason of the bankruptcy of Tenant or by reason of any creditor or bankruptcy proceeding instituted by or against Tenant. This Guaranty shall continue to be effective or be reinstated (as the case may be) if at any time payment of all or any part of any sum payable pursuant to the Ground Lease is rescinded or otherwise required to be returned by Landlord upon the insolvency, bankruptcy, dissolution, liquidation, or reorganization of Tenant, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of or trustee or similar officer for, Tenant or any substantial part of its property, or otherwise, all as though such payment to Landlord had not been made, regardless of whether Landlord contested the order requiring the return of such payment.