Common use of Rescinded Payment; Independent Liability Clause in Contracts

Rescinded Payment; Independent Liability. The Guarantor further agrees that this Guaranty shall continue to be effective or be reinstated, as the case may be, if at any time, payment, or any part thereof, of any Obligation or interest thereon is rescinded or must otherwise be restored or returned for any reason whatsoever, and the Guarantor shall remain liable hereunder in respect of such payments or Obligations or interest thereon as if such payment had not been made. PG&E shall not be obligated to file any claim relating to the Obligations owing to it in the event that the Seller becomes subject to a bankruptcy, reorganization or similar proceeding, and the failure of PG&E to file shall not affect the Guarantor’s obligations hereunder. The Guarantor’s obligations hereunder are independent of the Obligations of the Seller. The liability of the Guarantor hereunder is independent of any security for or other guaranty of payment received by PG&E in connection with the Contract, is not affected or impaired by (i) any voluntary or involuntary liquidation, dissolution, receivership, attachment, injunction, restraint, insolvency, bankruptcy, assignment for the benefit of creditors, reorganization, arrangement, composition or readjustment of, or other similar proceeding affecting, the Seller or any of its assets, including but not limited to any rejection or other discharge of the Seller’s Obligations imposed or asserted by any Court, trustee or custodian or any similar official or imposed by any law, statue or regulation in such event, or (ii) the extension of time for the payment of any sum, in whole or in part, owing or payable to PG&E under the Contract or this Guaranty or the extension of the time for the performance of any other obligation under or arising out of or on account of the Contract or this Guaranty, or (iii) any failure, omission or delay on the part of PG&E to enforce, assert or exercise any right, power or remedy conferred on PG&E in the Contract or this Guaranty or any action on PG&E’s part granting indulgence or extension in any form, or (iv) the release, modification, waiver or failure to pursue or seek relief with respect to any other guaranty, pledge or security device whatsoever, or (v) any payment to PG&E by the Seller that PG&E subsequently returns to the Seller pursuant to court order in any bankruptcy or other debtor-relief proceeding, or (vi) any amendment, modification or other alteration of the Contract, or (vii) any indemnity agreement the Seller may have from any party, or (viii) any insurance that may be available to cover any loss. The Guarantor waives any right to the deferral or modification of the Guarantor’s obligations hereunder by virtue of any such debtor-relief proceeding involving the Seller.

Rescinded Payment; Independent Liability. The Guarantor further agrees that this Guaranty shall continue to be effective or be reinstated, as the case may be, if at any time, payment, or any part thereof, of any Obligation or interest thereon is rescinded or must otherwise be restored or returned for any reason whatsoever, and the Guarantor shall remain liable hereunder in respect of such payments or Obligations or interest thereon as if such payment had not been made. PG&E shall not be obligated to file any claim relating to the Obligations owing to it in the event that the Seller Counterparty becomes subject to a bankruptcy, reorganization or similar proceeding, and the failure of PG&E to file shall not affect the Guarantor’s obligations hereunder. The Guarantor’s obligations hereunder are independent of the Obligations of the SellerCounterparty. The liability of the Guarantor hereunder is independent of any security for or other guaranty of payment received by PG&E in connection with the ContractAgreements, is not affected or impaired by (ia) any voluntary or involuntary liquidation, dissolution, receivership, attachment, injunction, restraint, insolvency, bankruptcy, assignment for the benefit of creditors, reorganization, arrangement, composition or readjustment of, or other similar proceeding affecting, the Seller Counterparty or any of its assets, including but not limited to any rejection or other discharge of the SellerCounterparty’s Obligations obligations imposed or asserted by any Court, trustee or custodian or any similar official or imposed by any law, statue or regulation in such event, or (iib) the extension of time for the payment of any sum, in whole or in part, owing or payable to PG&E under the Contract Agreements or this Guaranty or the extension of the time for the performance of any other obligation under or arising out of or on account of the Contract Agreements or this Guaranty, or (iiic) any failure, omission or delay on the part of PG&E to enforce, assert or exercise any right, power or remedy conferred on PG&E in the Contract Agreements or this Guaranty or any action on PG&E’s part granting indulgence or extension in any form, or (ivd) the release, modification, waiver or failure to pursue or seek relief with respect to any other guaranty, pledge or security device whatsoever, or (ve) any payment to PG&E by the Seller Counterparty that PG&E subsequently returns to the Seller Counterparty pursuant to court order in any bankruptcy or other debtor-relief proceeding, or (vif) any amendment, modification or other alteration of the ContractAgreements, or (viig) any indemnity agreement the Seller Counterparty may have from any party, or (viiih) any insurance that may be available to cover any loss. The Guarantor waives any right to the deferral or modification of the Guarantor’s obligations hereunder by virtue of any such debtor-relief proceeding involving the SellerCounterparty.

Rescinded Payment; Independent Liability. The Guarantor further agrees that this Guaranty shall continue to be effective or be reinstated, as the case may be, if at any time, payment, or any part thereof, of any Obligation or interest thereon is rescinded or must otherwise be restored or returned for any reason whatsoever, and the Guarantor shall remain liable hereunder in respect of such payments or Obligations obligations or interest thereon as if such payment had not been made. PG&E shall not be obligated to file any claim relating to the Obligations owing to it in the event that the Seller becomes subject to a bankruptcy, reorganization or similar proceeding, and the failure of PG&E to file shall not affect the Guarantor’s obligations hereunder. The Guarantor’s obligations hereunder are independent of the Obligations of the Seller. The liability of the Guarantor hereunder is independent of any security for or other guaranty of payment received by PG&E in connection with the ContractContract(s), is not affected or impaired by (ia) any voluntary or involuntary liquidation, dissolution, receivership, attachment, injunction, restraint, insolvency, bankruptcy, assignment for the benefit of creditors, reorganization, arrangement, composition or readjustment of, or other similar proceeding affecting, the Seller or any of its assets, including but not limited to any rejection or other discharge of the Seller’s Obligations obligations imposed or asserted by any Court, trustee or custodian or any similar official or imposed by any law, statue or regulation in such event, or (iib) the extension of time for the payment of any sum, in whole or in part, owing or payable to PG&E under the Contract Contract(s) or this Guaranty or the extension of the time for the performance of any other obligation under or arising out of or on account of the Contract Contract(s) or this Guaranty, or (iiic) any failure, omission or delay on the part of PG&E to enforce, assert or exercise any right, power or remedy conferred on PG&E in any of the Contract Contracts or this Guaranty or any action on PG&E’s part granting indulgence or extension in any form, or (ivd) the release, modification, waiver or failure to pursue or seek relief with respect to any other guaranty, pledge or security device whatsoever, or (ve) any payment to PG&E by the Seller that PG&E subsequently returns to the Seller pursuant to court order in any bankruptcy or other debtor-relief proceeding, or (vif) any amendment, modification or other alteration of the ContractContract(s), or (viig) any indemnity agreement the Seller may have from any party, or (viiih) any insurance that may be available to cover any loss. The Guarantor waives any right to the deferral or modification of the Guarantor’s obligations hereunder by virtue of any such debtor-relief proceeding involving the Seller.