Common use of No Discharge or Diminishment of Guarantee Clause in Contracts

No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Supplemental Indenture, the obligations of each of the Guarantors hereunder shall not be subject to any reduction, limitation, impairment or for any reason (other than the indefeasible payment in full in cash of the Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors hereunder shall not be discharged or impaired or otherwise affected by the failure of the Trustee or any Holder of the Securities to assert any claim or demand or to enforce any remedy under the Indenture or the Securities, any other guarantee or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Obligations, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or that would otherwise operate as a discharge of any Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Obligations).

Appears in 1 contract

Samples: Kroger Co

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No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Supplemental Indenture, the The obligations of each of the Guarantors Guarantor hereunder shall not be subject to any reduction, limitation, impairment or termination for any reason (other than the indefeasible performance or payment in full, or collateralization in full in cash a manner reasonably satisfactory to the Collateral Agent, of all the Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors Guarantor hereunder shall not be discharged or impaired or otherwise affected by the failure of the Trustee Collateral Agent or any Holder of the Securities other Secured Party to assert any claim or demand or to enforce any remedy under the Indenture or the SecuritiesCredit Agreement, any other guarantee Loan Document or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Obligations, or the failure to perfect any security interest in, or the release of the security held by or on behalf of the Collateral Agent or any other Secured Party, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or that would otherwise operate as a discharge of any each Guarantor as a matter of law or equity (other than the indefeasible performance or payment in full or collateralization in cash full in a manner reasonably satisfactory to the Collateral Agent of all the Obligations).

Appears in 1 contract

Samples: Guarantee Agreement (1295728 Alberta ULC)

No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Twenty-Third Supplemental Indenture, the obligations of each of the Guarantors hereunder shall not be subject to any reduction, limitation, impairment or for any reason (other than the indefeasible payment in full in cash of the Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors hereunder shall not be discharged or impaired or otherwise affected by the failure of the Trustee or any Holder of the Securities to assert any claim or demand or to enforce any remedy under the Indenture or the Securities, any other guarantee or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Obligations, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or that would otherwise operate as a discharge of any Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Obligations).

Appears in 1 contract

Samples: Indenture (Kroger Co)

No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Supplemental Indenture, the obligations of each The Guaranteed Obligations of the Guarantors Borrower hereunder shall not be subject to any reduction, limitation, impairment or termination for any reason (other than the indefeasible payment in full in cash of the Guaranteed Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Guaranteed Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Guaranteed Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each Guaranteed Obligations of the Guarantors Borrower hereunder shall not be discharged or impaired or otherwise affected by the failure of the Trustee Administrative Agent or any Holder of the Securities Lender to assert any claim or demand or to enforce any remedy under the Indenture or the Securities, any other guarantee Loan Document or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Guaranteed Obligations, or by any other act or omission that may or might in any manner or to any the extent vary the risk of any Guarantor the Borrower or that would otherwise operate as a discharge of any Guarantor the Borrower as a matter of law or equity (other than the indefeasible payment in full in cash of all the Guaranteed Obligations).

Appears in 1 contract

Samples: Revolving Credit Agreement (Certegy Inc)

No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Supplemental Indenture, the obligations of each The ----------------------------------------- Guaranteed Obligations of the Guarantors Borrower hereunder shall not be subject to any reduction, limitation, impairment or termination for any reason (other than the indefeasible payment in full in cash of the Guaranteed Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Guaranteed Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Guaranteed Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each Guaranteed Obligations of the Guarantors Borrower hereunder shall not be discharged or impaired or otherwise affected by the failure of the Trustee Administrative Agent or any Holder of the Securities Lender to assert any claim or demand or to enforce any remedy under the Indenture or the Securities, any other guarantee Loan Document or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Guaranteed Obligations, or by any other act or omission that may or might in any manner or to any the extent vary the risk of any Guarantor the Borrower or that would otherwise operate as a discharge of any Guarantor the Borrower as a matter of law or equity (other than the indefeasible payment in full in cash of all the Guaranteed Obligations).

Appears in 1 contract

Samples: Revolving Credit Agreement (Certegy Inc)

No Discharge or Diminishment of Guarantee. Subject to Section 510 610 of this Eleventh First Supplemental Indenture, the obligations of each of the Guarantors hereunder shall not be subject to any reduction, limitation, impairment or for any reason (other than the indefeasible payment in full in cash of the Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors hereunder shall not be discharged or impaired or otherwise affected by the failure of the Trustee or any Holder of the Securities to assert any claim or demand or to enforce any remedy under the Indenture or the Securities, any other guarantee or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Obligations, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or that would otherwise operate as a discharge of any Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Obligations).

Appears in 1 contract

Samples: Indenture (Kroger Co)

No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Fourth Supplemental Indenture, the obligations of each of the Guarantors hereunder shall not be subject to any reduction, limitation, impairment or for any reason (other than the indefeasible payment in full in cash of the Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors hereunder shall not be discharged or impaired or otherwise affected by the failure of the Trustee or any Holder of the Securities to assert any claim or demand or to enforce any remedy under the Indenture or the Securities, any other guarantee or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Obligations, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or that would otherwise operate as a discharge of any Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Obligations).

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Kroger Co)

No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Supplemental Indenture, the The obligations of each of the Guarantors Subsidiary Guarantor hereunder shall not be subject to any reduction, limitation, impairment or termination for any reason (other than the indefeasible payment in full in cash of the Second Priority Debt Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Senior Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Second Priority Debt Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors Subsidiary Guarantor hereunder shall not be discharged or impaired or otherwise affected by the failure of the Second Priority Collateral Trustee or any Holder of the Securities other Second Priority Debt Party to assert any claim or demand or to enforce any remedy under the Indenture or the Securities, any other guarantee Second Priority Debt Document or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful wilful or otherwise, in the performance of any of the Second Priority Debt Obligations, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Subsidiary Guarantor or that would otherwise operate as a discharge of any each Subsidiary Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Second Priority Debt Obligations).

Appears in 1 contract

Samples: Second Priority Subsidiary Guarantee Agreement (Rite Aid Corp)

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No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Supplemental Indenture, the The obligations of each of the Guarantors Subsidiary Guarantor hereunder shall not be subject to any reduction, limitation, impairment or termination for any reason (other than the indefeasible payment in full in cash of the Second Priority Debt Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Senior Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Second Priority Debt Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors Subsidiary Guarantor hereunder shall not be discharged or impaired or otherwise affected by the failure of the Second Priority Collateral Trustee or any Holder of the Securities other Second Priority Debt Party to assert any claim or demand or to enforce any remedy under the Indenture or the SecuritiesSecond Priority Debt Documents, any other guarantee Second Priority Debt Document or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful wilful or otherwise, in the performance of the Second Priority Debt Obligations, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Subsidiary Guarantor or that would otherwise operate as a discharge of any each Subsidiary Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Second Priority Debt Obligations).

Appears in 1 contract

Samples: Second Priority Subsidiary Guarantee (Rite Aid Corp)

No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Twenty-Second Supplemental Indenture, the obligations of each of the Guarantors hereunder shall not be subject to any reduction, limitation, impairment or for any reason (other than the indefeasible payment in full in cash of the Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors hereunder shall not be discharged or impaired or otherwise affected by the failure of the Trustee or any Holder of the Securities to assert any claim or demand or to enforce any remedy under the Indenture or the Securities, any other guarantee or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Obligations, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or that would otherwise operate as a discharge of any Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Obligations).

Appears in 1 contract

Samples: Indenture (Kroger Co)

No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Supplemental Indenture, the The obligations of each of the Guarantors Pledgor and Guarantor hereunder shall not be subject to any reduction, limitation, impairment or termination for any reason (other than the indefeasible payment in full in cash of the Indenture Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Indenture Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Indenture Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors Pledgor and Guarantor hereunder shall not be discharged or impaired or otherwise affected by the failure of the Collateral Agent, the Trustee or any Holder of the Securities other Secured Party to assert any claim or demand or to enforce any remedy under the Indenture or the SecuritiesIndenture, any other guarantee Transaction Document or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Indenture Obligations, or the failure to perfect any security interest in, or the release of, any of the security held by or on behalf of the Trustee, the Collateral Agent or any other Secured Party, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Pledgor and Guarantor or that would otherwise operate as a discharge of any each Pledgor and Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Indenture Obligations).

Appears in 1 contract

Samples: Guarantee Agreement (Memc Electronic Materials Inc)

No Discharge or Diminishment of Guarantee. Subject to Section 510 of this Eleventh Fifth Supplemental Indenture, the obligations of each of the Guarantors hereunder shall not be subject to any reduction, limitation, impairment or for any reason (other than the indefeasible payment in full in cash of the Obligations), including any claim of waiver, release, surrender, alteration or compromise of any of the Obligations, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each of the Guarantors hereunder shall not be discharged or impaired or otherwise affected by the failure of the Trustee or any Holder of the Securities to assert any claim or demand or to enforce any remedy under the Indenture or the Securities, any other guarantee or any other agreement, by any waiver or modification of any provision of any thereof, by any default, failure or delay, willful or otherwise, in the performance of the Obligations, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or that would otherwise operate as a discharge of any Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Obligations).

Appears in 1 contract

Samples: Supplemental Indenture (Kroger Co)

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