Liability of Borrowers. The obligations of each Borrower hereunder are separate and distinct and notwithstanding anything hereinafter contained no Borrower shall be liable for the obligations of any other Borrower hereunder or for the obligations of the Obligors’ Agent hereunder save that (a) this Clause 3.4 (Liability of Borrowers) shall not affect the obligations of any Guarantor and (b) the obligations of the Borrowers pursuant to Clauses 17 (Indemnity) and 21 (Fees and Expenses) shall be joint and several.
Liability of Borrowers. Except as expressly provided in ----------------------- this Agreement, the obligations of each Borrower hereunder shall be several obligations with respect to Loans made to it.
Liability of Borrowers. The Borrowers are engaged as an integrated group in the telecommunications businesses conducted by them, and each Borrower expects to derive benefit, directly or indirectly, from the credit extended by the Lenders hereunder, both in its individual capacity and as a member of such integrated group. Each Borrower will be jointly and severally liable for the payment of all Secured Obligations incurred under this Agreement and the other Loan Documents, including all obligations in respect of principal, interest, reimbursement of LC Disbursements, the posting of cash Collateral, fees, expense reimbursements and indemnities. If, in any action or proceeding before any court of competent jurisdiction under any state or Federal bankruptcy, insolvency, reorganization or similar law affecting the rights of creditors generally, the joint and several obligations of any Borrower in respect of the Secured Obligations would otherwise, taking into account the provisions of the Indemnity, Subrogation and Contribution Agreement and other rights of such Borrower under applicable law, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of other senior creditors of such Borrower, on account of the amount of such Borrower's liability in respect of the Secured Obligations, then, notwithstanding any provision hereof to the contrary, the amount of such liability shall be automatically limited and reduced to the highest amount that is valid and enforceable and not subordinated to the claims of other senior creditors, as determined by such court in such action or proceeding.
Liability of Borrowers. Notwithstanding any provision herein or in any other Loan Document, the Borrowers, and each of them, are and shall be jointly and severally liable for any and all Obligations (whether any such Obligation is specified as an obligation of the Borrowers or of any of them).
Liability of Borrowers. 18.11.1 Each Borrower shall be solidarily (that is, jointly and severally) liable for the aggregate amount of Borrowings and for all the obligations and liabilities of the Borrowers hereunder. Each Borrower hereby renounces to the benefits of division and discussion. The liability of a Borrower hereunder shall not be released, reduced or affected by reason of any waiver or extension granted by the Lenders without the consent of such Borrower or by reason of any release of or stay of proceedings against the other Borrower pursuant to any law or by reason of any circumstance which might constitute a defence available to a guarantor.
Liability of Borrowers. (a) If the Lender makes any payment to a Beneficiary under a Credit Support Document, the Borrowers must pay to the Lender immediately on demand Same Day Funds in the same amount and in the same currency as the payment made by the Lender to the Beneficiary.
Liability of Borrowers. The liability of each Person constituting a Borrower under the Loan Documents shall be joint and several with all other Persons that constitute a Borrower under the Loan Documents.
Liability of Borrowers. 59 ---------------------- Exhibit A-1 Form of Competitive Bid Request Exhibit A-2 Form of Notice of Competitive Bid Request Exhibit A-3 Form of Competitive Bid Exhibit A-4 Form of Standby Borrowing Request Exhibit B Form of Guaranty Exhibit C Form of Closing Certificate Exhibit D Form of Opinion Exhibit E Form of Assignment and Acceptance Schedule 2.01 Commitments Schedule 3.06 Disclosure Schedule 3.08 Restricted Subsidiaries Schedule 3.09 Material Litigation 364-DAY REVOLVING CREDIT AGREEMENT dated as of December 3, 1996 (the "Agreement"), among X. X. XXXXXX COMPANY, INC., a Delaware corporation ("JCPenney"), X. X. PENNEY FUNDING CORPORATION, a Delaware corporation ("Funding"), the lenders listed in Schedule 2.01 (as of any date, together with any permitted assigns hereunder on such date, the "Lenders"), BANK OF AMERICA ILLINOIS, BANKERS TRUST COMPANY, THE CHASE MANHATTAN BANK, CITIBANK, N.A., XXXXXX GUARANTY TRUST COMPANY OF NEW YORK and NATIONSBANK OF TEXAS, N.A., as co-agents for the Lenders (in such capacity, the "Co-Agents"), and CREDIT SUISSE, as administrative agent for the Lenders (in such capacity, the "Administrative Agent"). The Borrowers (as herein defined) have requested the Lenders to extend credit to the Borrowers in order to enable them to borrow on a standby revolving credit basis on and after the Closing Date (as herein defined) and at any time and from time to time prior to the Maturity Date (as herein defined) an aggregate principal amount not in excess of $1,500,000,000 at any time outstanding. The Borrowers have also requested the Lenders to provide a procedure pursuant to which the Borrowers may invite the Lenders to bid on an uncommitted basis on borrowings by the Borrowers scheduled to mature on or prior to the Maturity Date. The proceeds of such borrowings are to be used (i) to finance the purchase by Acquisition Co. (as herein defined) of common stock of Eckerd (as herein defined) pursuant to the Tender Offer (as herein defined), (ii) to finance the purchase by JCPenney of shares of its own common stock pursuant to the Share Repurchase (as herein defined), (iii) to finance the repayment of certain outstanding indebtedness of Eckerd, (iv) to pay fees and expenses relating to the foregoing transactions and (v) for general corporate purposes, including, without limitation, working capital requirements, liquidity and the repayment of maturing commercial paper and other indebtedness of the Borrowers. The Lenders will extend such cred...
Liability of Borrowers. The parties intend that this Agreement shall in all circumstances be interpreted to provide that each Foreign Borrower is liable only for Loans made to such Foreign Borrower, interest on such Loans, such Foreign Borrower's guaranty pursuant to reimbursement obligations owing to the Issuing Banks by its Foreign Subsidiaries, and its Ratable Borrower Share of otherwise unallocated general fees, reimbursements and charges hereunder and under any other Loan Document. The parties likewise intend that this Agreement shall in all circumstances be interpreted to provide, unless otherwise expressly stated to the contrary, that each Pledging Borrower and each Substantial Guarantor is liable for all Obligations of all of the Borrowers.
Liability of Borrowers. The obligations of each Borrower hereunder are separate and distinct and notwithstanding anything hereinafter contained no Borrower shall be liable for the obligations of any other Borrower hereunder or for the obligations of the Obligors' Agent hereunder save that (a) this Clause 3.4 (Liability of Borrowers) shall not affect the obligations of any Guarantor and (b) the obligations of the Borrowers pursuant to Clauses 18 (Indemnity) and 22 (Fees and Expenses) shall be joint and several. 3.5 Obligors' Agent Each Obligor irrevocably authorises and instructs the Obligors' Agent separately to give and receive as agent on its behalf all notices and to take such other action (including, without limitation, the giving of consents, the signing of certificates or the acceptance of any proposal) as may be necessary or desirable under or in connection with the Financing Documents and confirms that it will be bound by any action taken by the Obligors' Agent under or in connection with the Financing Documents. 3.6 Actions of Obligors' Agent The respective liabilities of each of the Obligors under the Financing Documents shall not be in any way affected by (a) any irregularity in any act done by or any failure to act by the Obligors' Agent or (b) the Obligors' Agent acting in any respect outside any authority conferred upon it by any Borrower or any Guarantor or (c) the failure by or inability of the Obligors' Agent to inform any Obligor of receipt by it of any notification hereunder or under any of the other Financing Documents. 3.7
