Obligations Irrevocable Clause Samples
The "Obligations Irrevocable" clause establishes that the commitments and duties agreed upon by the parties cannot be withdrawn, altered, or rescinded once they have been made. In practice, this means that after signing the agreement, neither party can unilaterally back out of their responsibilities or attempt to modify their obligations without mutual consent. This clause is commonly used in contexts such as guarantees, letters of credit, or binding offers, where certainty and reliability of performance are critical. Its core function is to provide assurance and stability by preventing parties from reneging on their promises, thereby reducing the risk of non-performance and fostering trust in contractual relationships.
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Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Obligations Irrevocable. Notwithstanding the occurrence or continuance of a Default or Event of Default or other failure of any condition to the issuance of Letters of Credit hereunder subsequent to the Letters of Credit to be issued on the Effective Date, unless the Issuing Bank shall have received notice from the Required Lenders (which notice shall become effective on the third Business Day after receipt of such notice by the Issuing Bank unless otherwise agreed by the Issuing Bank) prior to a proposed issuance date of any Letter of Credit that such Lenders will not participate in any Letter of Credit to be issued on such date, the Issuing Bank may assume that each Lender will participate in such Letter of Credit in accordance with this SECTION 3.7, and the Issuing Bank may, in reliance upon such assumption, issue such Letter of Credit for the account of the Borrowers. The obligations of each Lender to make payments to the Agent with respect to any Letter of Credit and their participations therein pursuant to the provisions of SECTION 4.8 hereof or otherwise and the obligations of the Borrowers to make payments to the Issuing Bank or to the Agent, for the account of Lenders, shall be irrevocable, shall not be subject to any qualification or exception whatsoever and shall be made in accordance with the terms and conditions of this Agreement (assuming, in the case of the obligations of the Lenders to make such payments, that the Letter of Credit has been issued in accordance with this ARTICLE 3), including any of the following circumstances: (i) any lack of validity or enforceability of this Agreement or any of the other Loan Documents; (ii) the existence of any claim, setoff, defense or other right which the Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Issuing Bank or any other Person, whether in connection with this Agreement, any Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrowers or any other Person and the beneficiary named in any Letter of Credit); (iii) any draft, certificate or any other document presented under the Letter of Credit upon which payment has been made in good faith and according to its terms proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate ...
Obligations Irrevocable. The obligations of the undersigned hereunder shall be irrevocable, except with the consent of the Company, until 3:00 p.m. EST, December 4, 1998.
Obligations Irrevocable. The obligations of Subscriber shall be irrevocable, except with the consent of the Company, until the consummation or termination of the Offering.
Obligations Irrevocable. The obligations of the undersigned shall be irrevocable.
Obligations Irrevocable. Subject to the terms and conditions contained herein, the obligations of the Subscriber to make its subscription provided for hereunder shall be irrevocable, except with the consent of the Company, until the Subscription Rejection.
Obligations Irrevocable. The obligations of the applicable Account Party(ies) to make payments to Agent or the Lenders with respect to Letter of Credit Obligations under this Section 2.8, shall be unconditional and irrevocable and not subject to any qualification or exception whatsoever, including, without limitation:
(i) Any lack of validity or enforceability of any Letter of Credit or any documentation relating to any Letter of Credit or to any transaction related in any way to any Letter of Credit (the "Letter of Credit Documents");
(ii) Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any of the Letter of Credit Documents;
(iii) The existence of any claim, setoff, defense or other right which the applicable Account Party(ies)may have at any time against any beneficiary or any transferee of any Letter of Credit (or any persons or entities for whom any such beneficiary or any such transferee may be acting), the Agent or any Lender or any other person or entity, whether in connection with any of the Letter of Credit Documents, the transactions contemplated herein or therein or any unrelated transactions;
Obligations Irrevocable. Following the Closing, the obligations of the undersigned shall be irrevocable.
Obligations Irrevocable. The obligations of each Participating Specified Foreign Currency Lender to purchase from the Designated Fronting Bank. a participation in each Specified Foreign Currency Loan made by the Designated Fronting Bank and to make payments to the Designated Fronting Bank with respect to such participation, in each case as provided herein, shall be irrevocable and not subject to any qualification or exception whatsoever, including any of the following circumstances:
(i) any lack of validity or enforceability of this Agreement or any of the other Credit Documents or of any Loans, against the Borrowers or any other Credit Party;
(ii) the existence of any claim, setoff, defense or other right which the Borrowers or any other Credit Party may have at any time against the Administrative Agent, any Participating Specified Foreign Currency Lender, or any other Person, whether in connection with this Agreement, any Specified Foreign Currency Loans, the transactions contemplated herein or any unrelated transactions;
(iii) any application or misapplication of any proceeds of any Specified Foreign Currency Loans;
(iv) the surrender or impairment of any security for any Specified Foreign Currency Loans;
(v) the occurrence of any Default or Event of Default;
(vi) the commencement or pendency of any events specified in Section 11.05, in respect of the Borrowers or any of its Subsidiaries or any other Person; or
(vii) the failure to satisfy the applicable conditions precedent set forth in Section 6 or 7.
Obligations Irrevocable. The obligations of the Investor shall be irrevocable except as allowed under the laws of Regulation Crowdfunding.