Obligations of Guarantor Unconditional. Nothing contained in this Article 12 or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between any Guarantor and the Holders of the Securities, the obligation of such Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of its Guarantee, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Guarantors other than the holders of Senior Debt of the Guarantors, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 12 of the holders of Senior Debt of the Guarantors in respect of cash, property or securities of the Guarantors received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article 12 shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Senior Debt of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor’s Guarantee.
Obligations of Guarantor Unconditional. (a) Nothing contained in this Article Sixteen or elsewhere in this Indenture or in the Securities is intended to or shall impair, as among the Guarantors and the Holders, the obligation of such Guarantors, which is absolute and unconditional, to pay to the Holders all obligations arising under the Securities Guarantees as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Guarantors other than the holders of the Guarantor Senior Debt, nor shall anything herein or therein prevent the Holders or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Sixteen of the holders of the Guarantor Senior Debt.
Obligations of Guarantor Unconditional. The obligations of the Guarantor under this Guaranty Agreement shall be unconditional, irrespective of the validity, regularity or enforceability of any Guaranteed Obligation, and shall not be affected by any action taken under any Guaranteed Obligation in the exercise of any right or remedy therein conferred, or by any failure or omission on the part of the Secured Party to enforce any right given thereunder or hereunder or any remedy conferred thereby or hereby, or by any waiver of any term, covenant, agreement or condition of any Guaranteed Obligation or this Guaranty Agreement, or by any release of any security or any other guaranty at any time existing for the benefit of any Guaranteed Obligation, or by the merger or consolidation of the Company, or by sale, lease or transfer by the Company to any person of any or all of its properties, or by any action of the Secured Party granting indulgence or extension to, or waiving or acquiescing in any default, the Company or any successor to the Company or any person or party which shall have assumed its obligations, or by reason of any disability or other defense of the Company or any successor to the Company, or by any modification, alteration, or by any circumstance whatsoever (with or without notice to or knowledge of the Guarantor) which may or might in any manner or to any extent vary the risk of the Guarantor hereunder, it being the purpose and intent of the Guarantor that the obligations of the Guarantor hereunder shall be absolute and unconditional under any and all circumstances and shall not be discharged except by payment or performance as herein provided, and then only to the extent of such payment or performance.
Obligations of Guarantor Unconditional. Nothing contained in this Article Eleven or elsewhere in this Indenture or in the Notes is intended to or shall impair, as among each Guarantor and the Holders of the Notes, the obligation of each Guarantor, which is absolute and unconditional, upon failure by FelCor LP, to pay to the Holders of the Notes and principal of, premium, if any, and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Notes and creditors of each Guarantor, nor shall anything herein or therein prevent the Holder of any Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture. Without limiting the generality of the foregoing, nothing contained in this Article Eleven will restrict the right of the Trustee or the Holders of the Notes to take any action to declare the Guarantees to be due and payable prior to the stated maturity of the Notes pursuant to Section 6.02 or to pursue any rights or remedies hereunder.
Obligations of Guarantor Unconditional. 98 SECTION 12.06. Notice to Trustee............................................ 98 SECTION 12.07. Reliance on Judicial Order or Certificate of Liquidating Agent..................................................... 99 SECTION 12.08. Trustee's Relation to Guarantor Senior Debt.................. 99
Obligations of Guarantor Unconditional. Guarantor hereby agrees that:
Obligations of Guarantor Unconditional. The Guaranty Obligations shall remain in full force and effect until both (a) satisfaction or performance thereof in full, and (b) the obligations of the Seller under the Purchase Agreement are paid, observed, performed and satisfied in full. The Guarantor guarantees and agrees that the Obligations will be satisfied in accordance with the terms thereof. The liability of the Guarantor under this Agreement shall be absolute, unconditional and irrevocable irrespective of:
Obligations of Guarantor Unconditional. The obligations of the Guarantor under this Guaranty shall be primary, absolute and unconditional obligations of the Guarantor, shall not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction or defense based upon any claim the Guarantor or any other person may have against the Borrower, the Lender or any other person, and shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance, contingency or condition whatsoever (whether or not the Guarantor, the Borrower or the Lender shall have any knowledge or notice thereof and whether occurring prior to or after the date of this Guaranty), including, without limitation:
Obligations of Guarantor Unconditional. (a) The Guarantor hereby guarantees that the Obligations will be paid and/or performed strictly in accordance with the terms of the Transaction Agreements regardless of any law now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Beneficiary with respect thereto. The Obligations of the Guarantor hereunder shall be absolute and unconditional irrespective of: (i) the validity, regularity or enforceability of the Transaction Agreements; (ii) any alteration, amendment, modification, release, termination or cancellation of any Transaction Agreement; (iii) any waiver of, or consent to any departure from, any of the provisions of the Transaction Agreements; (iv) any release of any party primarily or secondarily liable for the Obligations, (v) any alteration, amendment, modification, release, termination or cancellation of, or waiver of, or consent to any departure from, any other indemnity given in connection with any Transaction Agreement; (vi) any delay in enforcing the Obligations; (vii) the insolvency, bankruptcy or reorganization of any Party; or (viii) any other circumstance which might otherwise constitute a defense (legal, equitable or otherwise) available to, or a discharge of, the Guarantor and any Party with respect to any or all of the Obligations.
Obligations of Guarantor Unconditional. The obligations of the Guarantor under this Guaranty shall be absolute and unconditional, irrespective of the validity, regularity or enforceability of any Obligation or any instrument or agreement evidencing the same or relating thereto or any other circumstance that might otherwise constitute a defense available to, or a discharge of, the Guarantor. The obligations of the Guarantor hereunder shall not be discharged except by complete payment or performance of the Obligations and the liabilities of the Guarantor hereunder.
