Notes Obligations Sample Clauses

Notes Obligations. All Notes Obligations at any time incurred by any Obligor shall be deemed to have been incurred, and all Notes Obligations held by any Noteholder or other holder of Notes Obligations shall be deemed to have been extended, acquired or obtained, as applicable, in reliance upon this Agreement, and, to the extent not otherwise required herein, the Senior Agent, for and on behalf of itself and the Senior Lenders, waives notice of acceptance, or proof of reliance, by the Noteholder Collateral Agent, the Noteholders or any other holder of Notes Obligations of this Agreement. Without the prior written consent of the Senior Agent, the Noteholder Collateral Agent, for and on behalf of itself and the Noteholders, agrees not to amend, restate, supplement or modify, in whole or in part, any terms or provisions of any Indenture Document in a manner inconsistent with this Agreement or any Senior Loan Document. In the event the Senior Agent and the Senior Lenders enter into any amendment, waiver or consent in respect of any Senior Loan Document that creates a Lien in Collateral for the purpose of adding to, or deleting from, or waiving or consenting to any departures from any provisions of, such Senior Loan Document or changing in any manner the rights of the Senior Agent, any of the Senior Lenders or any Obligor thereunder, in each case, with respect to such Collateral, then such amendment, waiver or consent shall apply automatically to any comparable provision of the Comparable Indenture Document without the consent of the Noteholder Collateral Agent or the Noteholders and without any action by the Noteholder Collateral Agent, any Noteholder or any Obligor; provided that (A) no such amendment, waiver or consent shall have the effect of removing assets subject to the Lien of such Comparable Indenture Document, except to the extent that a release of such Lien is permitted by Section 3 and (B) notice of such amendment, waiver or consent shall have been given to the Noteholder Collateral Agent.
Notes Obligations. Except as otherwise expressly set forth herein or in any Collateral Document, no Noteholders or Notes Collateral Trustee that obtains the benefits of Section 4.02, any Guaranty or any Collateral by virtue of the provisions hereof or of any Collateral Document shall have any right to notice of any action or to consent to, direct or object to any action hereunder or under any other Loan Document or otherwise in respect of the Collateral (including the release or impairment of any Collateral). Notwithstanding any other provision of this Article VI to the contrary, the Administrative Agent shall not be required to verify the payment of, or that other satisfactory arrangements have been made with respect to, Notes Obligations unless the Administrative Agent has received written notice of such Notes Obligations, together with such supporting documentation as the Administrative Agent may reasonably request, from the applicable Noteholders or Notes Collateral Trustee. Each Noteholders shall indemnify and hold harmless each Agent and each of its directors, officers, employees, or agents, to the extent not reimbursed by the Loan Parties, against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements of any kind or nature whatsoever that may be imposed on, incurred by, or asserted against such Agent or its directors, officers, employees, or agents in connection with such provider’s Notes Obligations arising under Notes Documents; provided, however, that no Noteholders shall be liable for any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from such Agent’s gross negligence or willful misconduct as found in a final, non-appealable judgment by a court of competent jurisdiction. The rights of the Noteholders and Note Collateral Trustees in respect of the Collateral expressly provided hereunder will not create (or be deemed to create) in favor of any such provider, as applicable, any rights in connection with the management or release of any Collateral or of the obligations of any Guarantor under the Loan Documents. By accepting the benefits of the Collateral, each such Noteholders or Notes Collateral Trustee shall be deemed (x) to be a third party beneficiary of the provisions of this Agreement, notwithstanding that it has not signed any counterpart hereto, (y) to have appointed the Collateral Agent as its ag...

Related to Notes Obligations

Perform Obligations To perform promptly all of the obligations of Tenant set forth in this Lease; and to pay when due the Fixed Rent and Additional Rent and all charges, rates and other sums which by the terms of this Lease are to be paid by Tenant.
Lender Obligations Each Lender and Issuing Bank shall promptly notify Borrowers and Agent of any change in circumstances that would change any claimed Tax exemption or reduction. Each Lender and Issuing Bank shall indemnify, hold harmless and reimburse (within 10 days after demand therefor) Borrowers and Agent for any Taxes, losses, claims, liabilities, penalties, interest and expenses (including reasonable attorneys’ fees) incurred by or asserted against a Borrower or Agent by any Governmental Authority due to such Lender’s or Issuing Bank’s failure to deliver, or inaccuracy or deficiency in, any documentation required to be delivered by it pursuant to this Section. Each Lender and Issuing Bank authorizes Agent to set off any amounts due to Agent under this Section against any amounts payable to such Lender or Issuing Bank under any Loan Document.
Parties Obligations The Parties’ obligations under this Agreement will continue notwithstanding the existence of a Material Change.
Secured Party Performance of Debtor Obligations Without having any obligation to do so, the Administrative Agent may perform or pay any obligation which any Grantor has agreed to perform or pay in this Security Agreement and the Grantors shall reimburse the Administrative Agent for any amounts paid by the Administrative Agent pursuant to this Section 8.4. The Grantors’ obligation to reimburse the Administrative Agent pursuant to the preceding sentence shall be a Secured Obligation payable on demand.
Surety Obligations No Borrower or Subsidiary is obligated as surety or indemnitor under any bond or other contract that assures payment or performance of any obligation of any Person, except as permitted hereunder.
Prior Obligations I represent that my performance of all terms of this Agreement as a consultant of the Company has not breached and will not breach any agreement to keep in confidence proprietary information, knowledge or data acquired by me prior or subsequent to the commencement of my Relationship with the Company, and I will not disclose to the Company, or use, any inventions, confidential or non-public proprietary information or material belonging to any current or former client or employer or any other party. I will not induce the Company to use any inventions, confidential or non-public proprietary information or material belonging to any current or former client or employer or any other party.
NO LENDER OBLIGATIONS (a) Notwithstanding the provisions of Subsections 1.1(h) and (n) or Section 1.2, Lender is not undertaking the performance of (i) any obligations under the Leases; or (ii) any obligations with respect to such agreements, contracts, certificates, instruments, franchises, permits, trademarks, licenses and other documents.
Unsecured Obligations No amounts which may become owing by Borrower to Lender under this ARTICLE VI or under any other provision of this Mortgage as a result of a breach of or violation of this ARTICLE VI shall be secured by this Mortgage. The obligations shall continue in full force and effect and any breach of this ARTICLE VI shall constitute an Event of Default. The lien of this Mortgage shall not secure (i) any obligations evidenced by or arising under the Indemnity Agreement ("Unsecured Obligations"), or (ii) any other obligations to the extent that they are the same or have the same effect as any of the Unsecured Obligations. The Unsecured Obligations shall continue in full force, and any breach or default of any such obligations shall constitute a breach or default under this Mortgage but the proceeds of any foreclosure sale shall not be applied against Unsecured Obligations. Nothing in this Section shall in any way limit or otherwise affect the right of Lender to obtain a judgment in accordance with applicable law for any deficiency in recovery of all obligations that are secured by this Mortgage following foreclosure, notwithstanding that the deficiency judgment may result from diminution in the value of the Property by reason of any event or occurrence pertaining to Hazardous Materials or any Requirements of Environmental Laws.
Guaranty Obligations Unless otherwise specified, the amount of any Guaranty Obligation shall be the lesser of the principal amount of the obligations guaranteed and still outstanding and the maximum amount for which the guaranteeing Person may be liable pursuant to the terms of the instrument embodying such Guaranty Obligation.
Additional Secured Obligations On or after the date hereof and from time to time, upon the compliance by any Additional Secured Debtholder with the terms of Section 6.18 of the Collateral Agency Agreement, the Additional Secured Obligations of such Additional Secured Debtholder shall be deemed to be Additional Secured Obligations hereunder. Each Authorized Representative agrees that upon the satisfaction of the provisions of such Section 6.18 of the Collateral Agency Agreement, the Collateral Agent shall act as agent under and subject to the terms of this Agreement and the Collateral Agency Agreement for the benefit of all Secured Parties, including any Additional Secured Debtholders that hold any such Additional Secured Obligations, and each Authorized Representative agrees to the appointment, and acceptance of the appointment, of the Collateral Agent as agent for the holders of such Additional Secured Obligations as set forth in the Additional Secured Debt Notice and Joinder Agreement, and the Authorized Representative providing such Additional Secured Debt Notice and Joinder Agreement shall, on behalf of itself and each Additional Secured Debtholder it represents, be bound by this Agreement. For purposes of this Agreement, all Obligations arising under or in connection with the Notes (including Additional Notes) constitute Note Obligations rather than Additional Secured Obligations; however upon the issuance of Additional Notes, the Company shall deliver to the Collateral Agent a certificate signed by the chief financial officer of the Company setting forth the particulars of the Additional Notes including the aggregate principal amount or face amount thereof and certifying that such issuance of Additional Notes complies with the terms of the Indenture.