No Exoneration Sample Clauses
No Exoneration. Except as otherwise provided in Section 4.06 below, the obligations of the Guarantor hereunder shall not be released, discharged, exonerated or impaired in any way by reason of:
(a) any failure of the Developer to retain or preserve any rights against any person, except to the extent the Developer is required to do so under the terms of the Design- Build Contract and such failure prejudices Guarantor;
(b) the lack of prior enforcement by the Developer of any rights against any person and the lack of exhaustion of any bond, letter of credit or other security held by the Developer, except to the extent the Developer is required to do so under the terms of the Design- Build Contract and such failure prejudices Guarantor;
(c) the lack of authority or standing of the DB Contractor or the dissolution of the Guarantor, the DB Contractor or the Developer;
(d) with or without notice to the Guarantor, the amendment, alteration, acceleration, extension, waiver, retirement, suspension, surrender, compromise, settlement, release, revocation or termination of, or failure to assert, any portion of the Guaranteed Obligations, the Design-Build Contract, any rights or remedies of the Developer (including rights of offset) against the DB Contractor, or any bond, letter of credit, other guaranty, instrument, document, collateral security or other property given or available to the Developer to secure all or any part of the Guaranteed Obligations; provided that, notwithstanding the foregoing, the Guarantor shall have available to it any and all defenses relating to the Guaranteed Obligations that may be available to the DB Contractor based on any such amendment, alteration, acceleration, extension, waiver, retirement, suspension, surrender, compromise, settlement, release, revocation or termination or failure to assert voluntarily made by the Developer, except defenses available to the DB Contractor under any federal or state law respecting bankruptcy, arrangement, reorganization or similar relief of debtors and those expressly waived under this Guaranty;
(e) the extension of the time for payment of any amount owing or payable under the Design-Build Contract or of the time for performance or completion of any Guaranteed Obligation; provided, however, that to the extent the Developer grants the DB Contractor an extension of time under the Design-Build Contract for performance of any of the obligations of the DB Contractor thereunder, such extension of time shall likewise extend...
No Exoneration. Guarantor shall not be discharged, released or exonerated, in any way, from its absolute, unconditional and independent liability hereunder, even though any rights or defenses which Guarantor may have against Lessee, Lessor or others may be destroyed, diminished or otherwise affected by any of the following:
a) Any declaration by Lessor of a default in respect of any of the Obligations.
b) The exercise by Lessor of any rights or remedies against Lessee or any other person or entity.
c) The failure of Lessor to exercise any rights or remedies against Lessee or any other person or entity.
d) The sale or enforcement of, or realization upon (through judicial foreclosure, seizure, power of sale or any other means) any security for any of the Obligations, even though (i) recourse may not thereafter be had against Lessee for any deficiency or (ii) Lessor fails to pursue any such recourse which might otherwise be available, whether by way of deficiency judgment following judicial foreclosure or otherwise.
No Exoneration. Without limiting the generality of any of the provisions hereof, and notwithstanding anything to the contrary contained in this Agreement, the Promissory Note, or the Security Agreement, Guarantor hereby recognizes, acknowledges and agrees that the covenants, agreements, duties and obligations of Guarantor under this Agreement are absolute, unconditional and irrevocable, and shall not, directly or indirectly, in any manner whatsoever be exonerated, discharged, abrogated, impaired, nullified, suspended, terminated, released or otherwise affected by any event, condition, circumstance, transaction (regardless of form) or act (including, without limitation, any alteration, modification, compromise, waiver, surrender or release of any covenant, agreement, duty or obligation of Tag-It or otherwise comprising part of or included in any of the Obligations or of any Person guaranteeing, giving security for or who is otherwise directly or indirectly liable for the payment, performance or satisfaction of all or any of the Obligations, any bankruptcy or insolvency of, or any disability affecting Tag-It, any liquidation, dissolution, winding-up, termination or other cessation of existence of Tag-It or any other Person, or any failure to deliver any notice to Tag-It or any other Person and/or the fact that, or as a result of any transaction (regardless of form) which might otherwise constitute a legal, equitable or other exoneration, release or discharge of a guarantor or surety (or similarly situated Person) under applicable law.
No Exoneration. The Performance Bond and Payment Bond shall contain provisions to the effect that Change Orders, Unilateral Change Orders, Field Orders, Modifications, Changes and Contract Adjustments shall in no way release or exonerate CONTRACTOR or its Surety from their obligations and that notice thereof is waived by the Surety.
No Exoneration. Guarantor shall not be discharged, released or exonerated, in any way, from its absolute, unconditional and independent liability hereunder, even though any rights or defenses which Guarantor may have against ITGV or ITGPB, PBE or PBM or others may be destroyed, diminished or otherwise affected by any of the following:
(a) Any declaration by PBE or PBM of a default in respect of any of the Obligations.
(b) The exercise by PBE or PBM of any rights or remedies against ITGV or ITGPB or any other person or entity.
(c) The failure of PBE or PBM to exercise any rights or remedies against ITGV or ITGPB or any other person or entity.
(d) The sale or enforcement of, or realization upon (through judicial foreclosure, seizure, power of sale or any other means) any security for any of the Obligations, even though (i) recourse may not thereafter be had against ITGV or ITGPB for any deficiency or (ii) PBE or PBM fails to pursue any such recourse which might otherwise be available, whether by way of deficiency judgment following judicial foreclosure or otherwise.
No Exoneration. The initiation of foreclosure proceedings by Lender or the exercise of any other rights or remedies by Lender under the Borrower Security Instrument or the other Loan Documents (exclusive of the right to elect not to enforce this Brookdale Calif. - RC Guaranty as provided herein) shall not exonerate Guarantor in any respect and notwithstanding such action by Lender, Guarantor shall remain fully responsible to perform under the terms of this Brookdale Calif. - RC Guaranty.