N o Set Off; Borrower’s Obligations Unconditional Clause Samples
N o Set Off; Borrower’s Obligations Unconditional. The obligation of the DRAFT Borrower to make the payments required hereby shall be absolute and unconditional. Until such time as the principal of, premium, if any, and interest on the Bonds and all other amounts due hereunder shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Bond Resolution, the Borrower (i) will perform and observe all of its agreements contained in this Loan Agreement and (ii) will pay without abatement, diminution or deduction (whether for taxes or otherwise) all amounts required to be paid hereunder, regardless of any cause or circumstance whatsoever including, without limiting the generality of the foregoing: any defense, set off, recoupment or counterclaim which the Borrower may have or assert against the Issuer, any Holder of a Bond or any other person; any failure of the Issuer to perform any covenant or agreement contained herein or in any other agreement between the Issuer and the Borrower; any indebtedness or liability at any time owing to the Borrower by the Issuer, any Holder of a Bond or any other person; any acts or circumstances that may constitute failure of consideration; damage to or condemnation of the Project Facilities; failure or delay in completion of the Project; eviction by paramount title; commercial frustration of purpose; bankruptcy or insolvency of the Issuer; any change in the tax or other laws of the United States of America or of the State of Minnesota or any political subdivision of either; or any failure of the Issuer to perform and observe any agreement, whether express or implied, or any duty, liability or obligation, arising out of or connected with this Loan Agreement, Bond Resolution, the Collateral Account Security Agreement or the Account Control Agreement. The Borrower hereby waives, to the extent permitted by law, any and all rights which it may now have or which at any time hereafter may be conferred upon it, by statute or otherwise, to terminate or cancel, or to limit its liability under, this Loan Agreement or the Collateral Account Security Agreement and Account Control Agreement except in accordance with the express terms hereof.
