Common use of Liability Not Affected Clause in Contracts

Liability Not Affected. (a) The liability of the Guarantor(s) under this Guarantee shall not be released, discharged, terminated or affected by the following: (i) any change in the constitution, management, ownership or corporate existence of the Borrower and/or Bank; (ii) acquisition or nationalization of the Borrower and/or of any of its undertakings pursuant to applicable law; (iii) any insolvency, liquidation, bankruptcy, winding-up or similar situation or proceeding in respect of the Borrower or any absorption, merger, amalgamation of the Borrower with any company or concern; (iv) any absence or deficiency (including irregularity in the exercise of such powers) or power on the part of the Guarantor(s) to give guarantees or indemnities or any irregularity in the exercise of such powers; (v) winding up (voluntary or otherwise), absorption, merger or amalgamation or bankruptcy or insolvency of the Guarantor(s); (vi) any intermediate payments or satisfaction of any part of the Guaranteed Obligations; (vii) the granting of any time or extension for payment of any amounts due to the Bank pursuant to the Facility Agreement; (viii) any dispute or disagreement between the Bank and the Borrower or other indulgence to the Borrower or any other person with respect to the Guaranteed Obligations; (ix) any illegality, invalidity, irregularity or unenforceability of all or any part of the Guaranteed Obligations or the terms of any Finance Document; (x) any 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 person; (xi) any variation in the terms, conditions or manner of disbursement of monies by the Bank under the Facility Agreement; (xii) any non-presentation or non-observance of any formality or forbearance or delay or waiver or concession whatsoever, whether as to time, performance or otherwise, on the part of the Bank under the Facility Agreement or other requirement in respect of any instrument or any failure to realize the full value of any security; (xiii) absence or infirmity of borrowing powers on the part of the Borrower or anyirregularityintheexercisethereofshallnotaffectthe Guarantor(s)'s liability and any monies advanced to the Borrower shall be deemed to bedueandowingnotwithstandingsuchabsence, infirmity or irregularity and this guarantee shall not be effected by any change in the name or constitution of the unincorporated body or firm by death or retirement or otherwise howsoever; (xiv) any incapacity or lack of power, authority or legal personality of any person; (xv) any amendment or assignment or novation or charge or succession or variation (however fundamental) to the terms of any Finance Document; or (xvi) any other act, thing or omission on the part of the Bank or by any other matter or thing whatsoever which under the law relating to sureties would have the effect of so releasing, impairing, discharging the Guarantor(s) of their liability under this Deed. (b) The Guarantor(s) further agrees and acknowledges that the Bank shall not be bound to enquire into the powers of the Borrower and the Bank has powers against the Guarantor(s) notwithstanding any security given or being given to the Bank may be void or defective. (c) The Guarantor(s) hereby waives in favour of the Bank in so far as may be necessary to give effect to any of the provisions of this Deed, all the suretyship and other rights which the Guarantor(s) might otherwise be entitled to enforce.

Liability Not Affected. (a) The liability of the Guarantor(s) under this Guarantee shall not be released, discharged, terminated or affected by the following: (i) any change in the constitution, management, ownership or corporate existence of the Borrower and/or Bank; (ii) acquisition or nationalization of the Borrower and/or of any of its undertakings pursuant to applicable law; (iii) any insolvency, liquidation, bankruptcy, winding-up or similar situation or proceeding in respect of the Borrower or any absorption, merger, amalgamation of the Borrower with any company or concern; (iv) any absence or deficiency (including irregularity in the exercise of such powers) or power on the part of the Guarantor(s) to give guarantees or indemnities or any irregularity in the exercise of such powers; (v) winding up (voluntary or otherwise), absorption, merger or amalgamation or bankruptcy or insolvency of the Guarantor(s); (vi) any intermediate payments or satisfaction of any part of the Guaranteed Obligations; (vii) the granting of any time or extension for payment of any amounts due to the Bank pursuant to the Facility Agreement; (viii) any dispute or disagreement between the Bank and the Borrower or other indulgence to the Borrower or any other person with respect to the Guaranteed Obligations; (ix) any illegality, invalidity, irregularity or unenforceability of all or any part of the Guaranteed Obligations or the terms of any Finance Document; (x) any 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 person; (xi) any variation in the terms, conditions or manner of disbursement of monies by the Bank under the Facility Agreement; (xii) any non-presentation or non-observance of any formality or forbearance or delay or waiver or concession whatsoever, whether as to time, performance or otherwise, on the part of the Bank under the Facility Agreement or other requirement in respect of any instrument or any failure to realize the full value of any security; (xiii) absence or infirmity of borrowing powers on the part of the Borrower or anyirregularityintheexercisethereofshallnotaffectthe any irregularity in the exercise thereof shall not affect the Guarantor(s)'s liability and any monies advanced to the Borrower shall be deemed to bedueandowingnotwithstandingsuchabsencebe due and owing notwithstanding such absence, infirmity or irregularity and this guarantee shall not be effected by any change in the name or constitution of the unincorporated body or firm by death or retirement or otherwise howsoever; (xiv) any incapacity or lack of power, authority or legal personality of any person; (xv) any amendment or assignment or novation or charge or succession or variation (however fundamental) to the terms of any Finance Document; or (xvi) any other act, thing or omission on the part of the Bank or by any other matter or thing whatsoever which under the law relating to sureties would have the effect of so releasing, impairing, discharging the Guarantor(s) of their liability under this Deed. (b) The Guarantor(s) further agrees and acknowledges that the Bank shall not be bound to enquire into the powers of the Borrower and the Bank has powers against the Guarantor(s) notwithstanding any security given or being given to the Bank may be void or defective. (c) The Guarantor(s) hereby waives in favour of the Bank in so far as may be necessary to give effect to any of the provisions of this Deed, all the suretyship and other rights which the Guarantor(s) might otherwise be entitled to enforce.