Security Interest Absolute. All rights of the Bank hereunder, the Security Interest and all obligations of the Borrowers hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, or consent under, or departure from, any guaranty, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cash.
Appears in 4 contracts
Samples: Security Agreement (ONE Group Hospitality, Inc.), Security Agreement (ONE Group Hospitality, Inc.), Security Agreement (ONE Group Hospitality, Inc.)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan any Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan any Credit Agreement Document, any Other First Lien Agreement, any other Loan Document Intercreditor Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 4 contracts
Samples: Collateral Agreement (ADT, Inc.), Collateral Agreement (Hospitality Distribution Inc), Collateral Agreement (ADT, Inc.)
Security Interest Absolute. All To the extent permitted by applicable law, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of the security interest in the Pledged Collateral and all obligations of the Borrowers each Loan Party hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment to or waiver of of, or any consent to any departure from from, the Term Loan Credit Agreement, any other Loan Document Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateralcollateral securing, or any release or amendment to or waiver of, or any consent under, or to any departure from, any guarantyguarantee of, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Loan Party in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 3 contracts
Samples: Security Agreement (MSG Entertainment Spinco, Inc.), Security Agreement (Madison Square Garden Co), Security Agreement (MSG Entertainment Spinco, Inc.)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder each Pledgor and Guarantor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Transaction Document, any agreement with respect to any of the Indenture Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Indenture Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Transaction Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Indenture Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor and Guarantor in respect of the Indenture Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Indenture Obligations).
Appears in 3 contracts
Samples: Pledge Agreement (Memc Electronic Materials Inc), Pledge Agreement (Memc Electronic Materials Inc), Indenture (Memc Electronic Materials Inc)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Obligor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, this Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations, (d) any failure by an Secured Party to assert any claim or exercise any right or remedy, (e) any reduction, limitation or impairment of the Secured Obligations for any reason, or (df) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Obligor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 3 contracts
Samples: Guarantee and Collateral Agreement (Summit Midstream Partners, LP), Guarantee and Collateral Agreement (Summit Midstream Partners, LP), Guarantee and Collateral Agreement (Summit Midstream Partners, LP)
Security Interest Absolute. All rights of the Bank Administrative Agent hereunder, the Security Interest grant of the security interest in the Collateral and all obligations of the Borrowers each Loan Party hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, the Existing Notes Indenture, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment to or waiver of of, or any consent to any departure from from, the Term Loan Credit Agreement, any other Loan Document Document, the Existing Notes Indenture, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateralcollateral securing, or any release or amendment to or waiver of, or any consent under, or to any departure from, any guarantyguarantee of, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 3 contracts
Samples: Collateral Agreement (NCR Corp), Credit Agreement (NCR Corp), Credit Agreement (NCR Corp)
Security Interest Absolute. All rights of the Bank Euro Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder each Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, the Euro Intercreditor Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, the Euro Intercreditor Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Obligations).
Appears in 3 contracts
Samples: Bank Pledge Agreement (Crown Holdings Inc), Pledge Agreement (Crown Holdings Inc), Euro Pledge Agreement (Crown Holdings Inc)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder each Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, the U.S. Intercreditor Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, the U.S. Intercreditor Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Obligations).
Appears in 3 contracts
Samples: Bank Pledge Agreement (Crown Holdings Inc), Bank Pledge Agreement (Crown Holdings Inc), Pledge Agreement (Crown Holdings Inc)
Security Interest Absolute. All rights of the Bank Agent and each other Secured Party hereunder, each grant of a security interest in the Security Interest Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Note Purchase Agreement, the Limited Guaranty or any other Loan Note Purchase Document, any agreement with respect to any of the Guaranteed Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Guaranteed Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Note Purchase Agreement, the Limited Guaranty or any other Loan Note Purchase Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Guaranteed Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Guaranteed Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 3 contracts
Samples: General Security Agreement (Aemetis, Inc), General Security Agreement (Aemetis, Inc), General Security Agreement (Aemetis, Inc)
Security Interest Absolute. The obligations of the Pledgor under this Agreement are independent of the obligations under any of the other Financing Documents, and a separate action or actions may be brought and prosecuted against the Pledgor to enforce this Agreement. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Financing Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Financing Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateralrelease, or any release or amendment or waiver of, or consent under, to or departure from, any guaranty, securing or guaranteeing guaranty for all or any of the Obligations or Secured Obligations, (d) any change, restructuring or termination of the corporate structure or existence of the Pledgor or the Borrower or (e) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Borrower the Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Pledge Agreement (Allegheny Energy, Inc), Pledge Agreement (Allegheny Energy, Inc)
Security Interest Absolute. All rights of the Bank JPM hereunder, the Security Interest in the Collateral, the security interest in the Pledged Securities and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Guaranty, the Term Loan Merger Agreement, any other Loan Document, any agreement with respect to any of the Obligations Obligations, the Underlying Liabilities or any other Obligation Document, agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, the Underlying Liabilities or any other amendment or waiver of or any consent to any departure from any Guaranty, the Term Loan Merger Agreement, any other Loan Obligation Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Guarantee and Collateral Agreement (J P Morgan Chase & Co), Guarantee and Collateral Agreement (Bear Stearns Companies Inc)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementNotes Indenture, any other Loan Notes Indenture Document, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementNotes Indenture, any other Loan Document Notes Indenture Document, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Collateral Agreement (DS Services of America, Inc.), Collateral Agreement (DS Services of America, Inc.)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreementany Notes Document, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreementany Notes Document, any other Loan Document Intercreditor Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Collateral Agreement (ADT, Inc.), Collateral Agreement (ADT, Inc.)
Security Interest Absolute. All Subject to the terms of this Agreement, all rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Pledged Collateral and all obligations of the Borrowers hereunder Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Loan Document, the Term Loan Note Agreement, any other Loan Note Document, any other agreement with respect to any of the Obligations Senior Indebtedness or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the ObligationsSenior Indebtedness, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoingdocuments, instruments or agreements evidencing any of the Senior Indebtedness, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Obligations Senior Indebtedness or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower the Pledgor in respect of the Obligations Senior Indebtedness or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Senior Indebtedness).
Appears in 2 contracts
Samples: Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.), Pledge Agreement (Sunstone Hotel Investors, Inc.)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Administrative Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor and Guarantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor or Guarantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Guarantee and Collateral Agreement (Harman International Industries Inc /De/), Guarantee and Collateral Agreement (Harman International Industries Inc /De/)
Security Interest Absolute. All rights of the Bank Administrative Agent hereunder, the Security Interest grant of the security interest in the Pledged Collateral and all obligations of the Borrowers each Loan Party hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment to or waiver of of, or any consent to any departure from from, the Term Loan Credit Agreement, any other Loan Document Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateralcollateral securing, or any release or amendment to or waiver of, or any consent under, or to any departure from, any guarantyguarantee of, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Loan Party in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Credit Agreement (Knowles Corp), Credit Agreement (Knowles Corp)
Security Interest Absolute. All rights of the Bank Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Notes Indenture Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Notes Indenture Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Collateral Agreement (Vici Properties Inc.), Collateral Agreement (CAESARS ENTERTAINMENT Corp)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional unless such Grantor is released from its obligations hereunder in a writing signed by the Collateral Agent pursuant to Section 9.13 or this Agreement is terminated in accordance with its terms, irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashof all Obligations (other than contingent indemnification liabilities to the extent no claim giving rise thereto has been asserted).
Appears in 2 contracts
Samples: Security Agreement (Houghton Mifflin Harcourt Co), Security Agreement (Houghton Mifflin Harcourt Co)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Document, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Collateral Agreement (Cerence Inc.), Collateral Agreement (Cerence Inc.)
Security Interest Absolute. The obligations of the Pledgor under this Agreement are independent of the obligations under the Applicable Agreements, and a separate action or actions may be brought and prosecuted against the Pledgor to enforce this Agreement. All rights of the Bank Pledgee hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan any Applicable Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document Applicable Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateralrelease, or any release or amendment or waiver of, or consent under, to or departure from, any guaranty, securing or guaranteeing guaranty for all or any of the Obligations or Secured Obligations, (d) any change, restructuring or termination of the corporate structure or existence of the Pledgor or the Issuer or (e) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Borrower the Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Share Pledge Agreement (OEP CHME Holdings, LLC), Share Pledge Agreement (China Medicine Corp)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) subject only to termination or release of a Guarantor’s obligations hereunder in accordance with the terms of Section 7.15 hereof any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Guarantee and Collateral Agreement (Smart & Final Stores, Inc.), Guarantee and Collateral Agreement (Smart & Final Stores, Inc.)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Securities Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, Credit Agreement any other Loan Document, any agreement with respect to any of the Obligations of the Pledgors or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the ObligationsObligations of the Pledgors, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateralSecurities Collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Obligations of the Pledgors or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the its Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment in full of all the Obligations in full in cashof such Pledgor).
Appears in 2 contracts
Samples: Pledge Agreement (Consolidated Communications Texas Holdings, Inc.), Pledge Agreement (Consolidated Communications Illinois Holdings, Inc.)
Security Interest Absolute. All rights of the Bank Collateral Agent and the Account Custodian hereunder, the Security Interest Interest, the grant of a security interest in the Collateral and all obligations of the Borrowers Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, the Secured Hedge Agreements, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Document, the Secured Hedge Agreements or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower the Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Credit Agreement (Bloomin' Brands, Inc.), Credit Agreement (Osi Restaurant Partners, LLC)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor and Guarantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Credit Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Credit Document or any other agreement or instrument relating to any of the foregoinginstrument, in each case, in accordance with their respective terms, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guaranty, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor or Guarantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment a release of the Obligations any Grantor or Guarantor in full in cashaccordance with Section 7.13).
Appears in 2 contracts
Samples: Guaranty and Collateral Agreement (NightHawk Radiology Holdings Inc), Guaranty and Collateral Agreement (NightHawk Radiology Holdings Inc)
Security Interest Absolute. All rights of the Bank Junior-Priority Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan any Indenture, any other Note Document, any Pari Passu Agreement, any other Loan Document, any agreement with respect to any of the Junior-Priority Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Junior-Priority Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreementany Indenture, any other Loan Document Note Document, any Pari Passu Agreement or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Junior-Priority Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Junior-Priority Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Junior Priority Collateral Agreement (Community Health Systems Inc), Intercreditor Agreement (Community Health Systems Inc)
Security Interest Absolute. All To the extent permitted by applicable law, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, this Agreement or any other Loan Collateral Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, this Agreement or any other Loan Collateral Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Pledge and Security Agreement (CF Industries Holdings, Inc.), Pledge and Security Agreement (CF Industries Holdings, Inc.)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interests created hereby and all obligations of the Borrowers Grantors hereunder shall (to the maximum extent permitted by law) be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan ABL Credit Agreement, any other Loan Secured Debt Document, any agreement with respect to any of the Guaranteed Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Guaranteed Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan ABL Credit Agreement, any other Loan Document Secured Debt Document, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Guaranteed Obligations, or (d) any other circumstance (other than a defense of payment or performance) that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Guaranteed Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Abl Security Agreement (Tribune Publishing Co), Intercreditor Agreement (Tribune Publishing Co)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder each Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Revolving Credit Agreement, any other Loan Document, any agreement with respect to any of the Revolver Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Revolver Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Revolving Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Revolver Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Revolver Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Revolver Obligations).
Appears in 2 contracts
Samples: Pledge Agreement (Memc Electronic Materials Inc), Revolving Credit Agreement (Memc Electronic Materials Inc)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan First Lien Credit Agreement, any other Loan Document, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan First Lien Credit Agreement, any other Loan Document Document, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Collateral Agreement (DS Services of America, Inc.), Collateral Agreement (DS Services of America, Inc.)
Security Interest Absolute. All rights of the Bank Applicable Representative hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any Senior Secured Note Indenture, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Document, any Senior Secured Note Indenture or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Guarantee and Collateral Agreement (RBS Global Inc), Guarantee and Collateral Agreement (RBS Global Inc)
Security Interest Absolute. All rights of the Bank Euro Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, the Euro Intercreditor Agreement, any other Loan Financing Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, the Euro Intercreditor Agreement, any other Loan Financing Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Obligations).
Appears in 2 contracts
Samples: Ceh Pledge Agreement (Crown Holdings Inc), Ceh Pledge Agreement (Crown Holdings Inc)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Intercreditor Agreement, the Credit Agreement or any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Intercreditor Agreement, the Credit Agreement, any other Loan Document Document, or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower of the Pledgors in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Secured Obligations).
Appears in 2 contracts
Samples: Credit Agreement (Guilford Mills Inc), Credit Agreement (Guilford Mills Inc)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (ai) any lack of validity or enforceability of the Term Loan Securities Purchase Agreement, any other Loan Secured Transaction Document, any agreement with respect to any of the Obligations Obligations, or any other agreement or instrument relating to any of the foregoing, (bii) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment waiver, amendment, supplement or waiver of other modification of, or any consent to any departure from from, the Term Loan Securities Purchase Agreement, any other Loan Secured Transaction Document or any other agreement or instrument relating to any of the foregoing, (ciii) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment waiver, amendment, supplement or waiver other modification of, or consent under, or departure from, any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (div) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Guarantee and Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashSecured Transaction Document.
Appears in 2 contracts
Samples: Guarantee and Security Agreement (Mandalay Media, Inc.), Guarantee and Security Agreement (NeuMedia, Inc.)
Security Interest Absolute. All Except as otherwise set forth herein regarding the obligations of the Third Party Pledgor, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Security Agreement (Nielsen Holdings B.V.), Security Agreement (Global Media USA, LLC)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interests created hereby and all obligations of the Borrowers Grantors hereunder shall (to the maximum extent permitted by law) be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Secured Debt Document, any agreement with respect to any of the Guaranteed Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Guaranteed Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Secured Debt Document, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Guaranteed Obligations, or (d) any other circumstance (other than a defense of payment or performance) that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Guaranteed Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Term Loan Security Agreement (Tribune Publishing Co), Credit Agreement (Tribune Publishing Co)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan any Indenture Document, any Other First Lien Agreement, any other Loan Documentthe Intercreditor Agreements, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan any Indenture Document, any Other First Lien Agreement, any other Loan Document the Intercreditor Agreements or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Collateral Agreement (Momentive Performance Materials Inc.), First Lien Collateral Agreement
Security Interest Absolute. All rights of the Bank Notes Collateral Agent hereunder, the Security Interest Interest, the grant of the security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, Indenture or any other Loan Notes Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment to or waiver of of, or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Document Notes Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoingforegoing (including any increase in the Secured Obligations resulting from the issuance of Additional Notes under the Indenture after the date hereof), (c) any exchange, release or non-perfection of any Lien on any other collateralcollateral securing, or any release or amendment to or waiver of, or any consent under, or to any departure from, any guarantyguarantee of, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Intercreditor Agreement (Arconic Inc.), Intercreditor Agreement (Arconic Rolled Products Corp)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan any Credit Agreement Document, any Notes Indenture Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan any Credit Agreement Document, any Notes Indenture Document, any Other First Lien Agreement, any other Loan Document the Intercreditor Agreements or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 2 contracts
Samples: Collateral Agreement (McGraw-Hill Interamericana, Inc.), Collateral Agreement (McGraw-Hill Global Education LLC)
Security Interest Absolute. All Except as otherwise set forth herein regarding the obligations of the Third Party Pledgor, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any Permitted Debt Offering Agreement, any agreement with respect to any of the First Lien Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the First Lien Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Document, any Permitted Debt Offering Agreement, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the First Lien Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the First Lien Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 2 contracts
Samples: Security Agreement (Nielsen CO B.V.), Security Agreement (Nielsen Holdings B.V.)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Credit Agreement, the Euro Term Loan Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, the Euro Term Loan Agreement, any other Loan Document Document, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from the Guaranty or any guarantyother guarantee, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment in full of the Obligations in full in cashSecured Obligations).
Appears in 2 contracts
Samples: Credit Agreement (Quiksilver Inc), Security Agreement (Quiksilver Inc)
Security Interest Absolute. All rights of the Bank Pledgee -------------------------- hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, Credit Agreement or any other Loan Credit Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Credit Document, or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower the Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Secured Obligations).
Appears in 2 contracts
Samples: Pledge Agreement (Harrys Farmers Market Inc), Pledge Agreement (Harrys Farmers Market Inc)
Security Interest Absolute. The obligations of each Pledgor under this Agreement are independent of the obligations under any of the other Loan Documents, and a separate action or actions may be brought and prosecuted against such Pledgor to enforce this Agreement. All rights of the Bank Lender hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers Pledgors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Document, any agreement with respect to any of the Pledgor Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Pledgor Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateralrelease, or any release or amendment or waiver of, or consent under, to or departure from, any guaranty, securing or guaranteeing guaranty for all or any of the Obligations or Pledgor Obligations, (d) any change, restructuring or termination of the corporate structure or existence of any Pledgor or Issuer or (e) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, the Pledgors or any Borrower of them in respect of the Pledgor Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Pledge Agreement (Simclar Inc)
Security Interest Absolute. All rights of the Bank Pari Passu Collateral Agent hereunder, the Security Interest Interest, the grant of the security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Pari Passu Document, any agreement with respect to any of the Pari Passu Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Pari Passu Obligations, or any other amendment to or waiver of of, or any consent to any departure from the Term Loan Agreementfrom, any other Loan Document Pari Passu Document, any agreement with respect to any of the Pari Passu Obligations or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateralCollateral securing, or any release or amendment to or waiver of, or any consent under, or to any departure from, any guarantyguarantee of, securing or guaranteeing all or any of the Obligations Pari Passu Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Pari Passu Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All To the extent permitted by applicable Legal Requirements, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Notes Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Notes Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Security Agreement (Global Cash Access Holdings, Inc.)
Security Interest Absolute. All rights of the Bank Administrative Agent hereunder, the Security Interest Interest, the grant of the security interest in the Pledged Collateral and all obligations of the Borrowers Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment to or waiver of of, or any consent to any departure from from, the Term Loan Credit Agreement, any other Loan Document Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateralcollateral securing, or any release or amendment to or waiver of, or any consent under, or to any departure from, any guarantyguarantee of, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower the Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document Agreement, other than the indefeasible payment of defense that the Secured Obligations have been paid in full cash in cashfull.
Appears in 1 contract
Samples: Pledge and Security Agreement (Madison Square Garden Entertainment Corp.)
Security Interest Absolute. All rights of the Bank Collateral Trustee hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder each Subsidiary Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, the BFI Indenture, the AWNA Indenture, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Subsidiary Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Obligations).
Appears in 1 contract
Samples: Shared Collateral Pledge Agreement (Allied Waste Industries Inc)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest and all obligations of the Borrowers Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Security Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Document Security Document, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from the Guarantee or any guarantyother guarantee, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than circumstances under which the indefeasible payment principal of the and interest on each Note and all fees and other Secured Obligations (other than contingent indemnity obligations with respect to then unasserted claims) shall have been paid in full in cashfull.
Appears in 1 contract
Samples: License Agreement (Toys R Us Inc)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Indenture Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Document Indenture Document, the Intercreditor Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 1 contract
Samples: Second Lien Collateral Agreement (Momentive Performance Materials Inc.)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Indenture, any other Note Document, the LC Facility Agreement, any other Loan LC Facility Document, any agreement with respect to any of the Obligations Obligations, or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Indenture, any other Note Document, the LC Facility Agreement, any other Loan LC Facility Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank --------------------------- Collateral Agents hereunder, the Security Interest Interests and all obligations of the Borrowers Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, Credit Agreements any other Loan Document, any Hedging Agreement, any SunTrust Agreement, any other agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document, any Hedging Agreement, any SunTrust Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Securities Purchase Agreement, any other Loan Transaction Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Securities Purchase Agreement, any other Loan Transaction Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest security interest of the Collateral Agent and all obligations of the Borrowers Pledgors hereunder shall shall, to the extent permitted by law, be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan DocumentDocument (other than this Pledge Agreement), any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document (other than this Pledge Agreement) or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashPledge Agreement.
Appears in 1 contract
Samples: Pledge Agreement (Mentor Corp /Mn/)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, the Existing Notes Indenture, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Document, the Existing Notes Indenture or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest and all obligations of the Borrowers Grantors hereunder shall be absolute and unconditional irrespective of (ai) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Note Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (bii) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Note Document or any other agreement or instrument relating to any of the foregoinginstrument, (ciii) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, (iv) the existence of any claim, set-off or other right which any Grantor may have at any time against any other Grantor, the Collateral Agent , any other Secured Party, or any other Person, whether in connection herewith or any unrelated transaction; provided that nothing herein shall prevent the assertion of any such claim by separate suit or compulsory counterclaim or (dv) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Security Agreement (Great Atlantic & Pacific Tea Co Inc)
Security Interest Absolute. All rights of the Bank Lender hereunder, -------------------------- the Security Interest security interest granted herein and all obligations of the Borrowers Borrower hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, Obligations or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on of the Collateral or any other collateral, or any release or amendment or waiver of, of or consent under, to or departure fromfrom any Guarantee, any guaranty, securing or guaranteeing for all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any of Borrower in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment in full of all of the Obligations in full in cashObligations).
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Document, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 8.13, but without prejudice to reinstatement rights under Section 2.4 of the Guaranty, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Security Agreement (Dominion Textile (Usa), L.L.C.)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreementany Notes Indenture Document, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Notes Indenture Document, the Term Loan Agreement, any other Loan Document Intercreditor Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 1 contract
Samples: Intercreditor Agreement (Adtalem Global Education Inc.)
Security Interest Absolute. The obligations of each Pledgor under this Pledge Agreement are independent of the obligations under any of the other Finance Documents, and a separate action or actions may be brought and prosecuted against such Pledgor to enforce this Pledge Agreement. All rights of the Bank Security Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers Pledgors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Finance Document, any agreement with respect to any of the Obligations Secured Liabilities or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the ObligationsSecured Liabilities, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Finance Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateralrelease, or any release or amendment or waiver of, or consent under, to or departure from, any guaranty, securing or guaranteeing guaranty for all or any of the Obligations or Secured Liabilities, (d) any change, restructuring or termination of the corporate structure or existence of any Pledgor or Issuer or (e) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, the Pledgors or any Borrower of them in respect of the Obligations Secured Liabilities or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Pledge Agreement (Getty Images Inc)
Security Interest Absolute. All rights of the Bank Pledgee hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementNote, the Guaranty or any other Loan Transaction Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoingdocuments, instruments or agreements evidencing any of the Secured Obligations, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower the Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Secured Obligations).
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder each Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Indenture Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Indenture Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashcash of all the Secured Obligations).
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Note Document, any Additional Pari Passu Debt Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Document Note Document, any Additional Pari Passu Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan DocumentIndenture, any agreement with respect to any of the Guaranteed Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Guaranteed Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document Indenture or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Guaranteed Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Guaranteed Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Agent hereunder, the Security Interest security interest, the grant of a security interest in the Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Document, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 9.15, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan any Credit Agreement, any other Loan Credit Agreement Document, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreementany Credit Agreement Document, any other Loan Document Intercreditor Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Trustee hereunder, the Security Interest and all obligations of the Borrowers Subsidiary Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Document, the AWNA Senior Note Indenture, the BFI Indenture, any 2001 Indenture or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Subsidiary Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the monetary Obligations).
Appears in 1 contract
Security Interest Absolute. All To the extent permitted by Law, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guaranty, guarantee securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Secured Obligations in full or a release of such Grantor or Security Interest in cashaccordance with Section 5.13.
Appears in 1 contract
Samples: Collateral Agreement (Gogo Inc.)
Security Interest Absolute. All rights of the Bank Administrative Agent and the other Secured Parties hereunder, the Security Interest and all obligations of each of the Borrowers Grantors hereunder shall be absolute and unconditional unconditional, and to the extent such Grantor is a surety of any other Grantor, irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release release, subordination or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, or consent under, or departure from, any guaranty, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashcash and termination of all commitments to lend in respect of the Obligations.
Appears in 1 contract
Security Interest Absolute. All In accordance with applicable laws, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan First Lien Credit Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan First Lien Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateralcollateral (except for dispositions of Collateral permitted pursuant to the terms of the First Lien Credit Agreement), or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: First Lien Guarantee and Collateral Agreement (Itc Deltacom Inc)
Security Interest Absolute. All rights of the Bank Interim Security Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Interim Facilities Agreement, any other Loan Interim Finance Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Interim Facilities Agreement, any other Loan Interim Finance Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-non- perfection of any Lien Security Interest on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guaranty, guarantee securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower the Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Collateral Agreement
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Document, or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchangeex-change, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 7.13, but without prejudice to reinstatement rights under Section 2.04 of the Guaranty, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Assignment and Assumption (Performance Food Group Co)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest and all obligations of the Borrowers Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any other Security Document, the Term Loan Collateral Sharing Agreement, any other Senior Loan Document, any Indenture Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Senior Loan Document, any other Security Document, the Term Loan Collateral Sharing Agreement, any other Loan Indenture Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, ABL Credit Agreement or any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, ABL Credit Agreement or any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 1 contract
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Trustee hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Note Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Document Note Document, the Intercreditor Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 1 contract
Samples: Collateral Agreement (Momentive Performance Materials Inc.)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Obligor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, this Agreement, any other Loan Document, any Secured Swap Agreement, any Secured Cash Management Agreement, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations, (d) any failure by an Secured Party to assert any claim or exercise any right or remedy, (e) any reduction, limitation or impairment of the Secured Obligations for any reason, or (df) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Obligor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Summit Midstream Partners, LP)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Pledged Collateral and all obligations of the Borrowers Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Note Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Note Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any taking, exchange, release or non-perfection of any Lien on any Collateral (except as provided in Sections 2.06(a)(iii) and 4.11) or any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Secured Obligations, (d) any manner of application of any Collateral or any other collateral, or proceeds thereof, to any Secured Obligations, (e) any change, restructuring or termination of the corporate structure or existence of the Pledgor or any of its Subsidiaries or (df) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Term Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guaranty, guarantee securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashcash of all the Secured Obligations (other than contingent indemnification obligations not yet accrued and payable as to which no claim has been made).
Appears in 1 contract
Samples: Term Collateral Agreement (Installed Building Products, Inc.)
Security Interest Absolute. All rights of the Bank hereunder, the Security Interest and all obligations of the Borrowers hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the any Existing Term Loan Agreement, Document or the Second Term Loan Agreement or any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the any Existing Term Loan Agreement, Document or the Second Term Loan Agreement or any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, or consent under, or departure from, any guaranty, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower in respect of the Obligations or in respect of this Security Agreement or any other Existing Term Loan Document or Loan Document other than the indefeasible payment of the Obligations in full in cash.
Appears in 1 contract
Security Interest Absolute. All To the extent permitted by Law, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 6.11, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect this Agreement. Alight Inc. has requested confidential treatment of this Security Agreement or any other Loan Document other than the indefeasible payment registration statement and associated correspondence pursuant to Rule 83 of the Obligations in full in cashSecurities and Exchange Commission.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank hereunder, the Security Interest Collateral Agent hereunder and all obligations of the Borrowers Borrower hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any other Security Document, the Term Loan Collateral Sharing Agreement, any other Senior Loan Document or any Indenture Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any other Security Document, the Term Loan Collateral Sharing Agreement, any other Senior Loan Document or any Indenture Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any the Borrower in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Obligor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Indenture, this Agreement, any other Loan Note Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Note Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations, (d) any failure by a Secured Party to assert any claim or exercise any right or remedy, (e) any reduction, limitation or impairment of the Secured Obligations for any reason, or (df) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Obligor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Collateral Agreement (Summit Midstream Partners, LP)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Document, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 1 contract
Samples: Intercreditor Agreement (CAESARS ENTERTAINMENT Corp)
Security Interest Absolute. All To the extent permitted by Law, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Note Purchase Agreement, any other Loan Note Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Note Purchase Agreement, any other Loan Note Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guaranty, guarantee securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower the Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Secured Obligations in full in cashfull.
Appears in 1 contract
Security Interest Absolute. All To the fullest extent permitted by applicable law and except as otherwise provided in Section 14, all rights of the Bank Administrative Agent hereunder, the Security Interest and all obligations of each of the Borrowers Grantors hereunder shall be absolute and unconditional irrespective of (ai) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (bii) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (ciii) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, or consent under, or departure from, any guaranty, securing or guaranteeing all or any of the Obligations or (div) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment a defense of the Obligations final payment in full in cashof the Obligations).
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder each Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Revolving Credit Agreement, any other Loan Document, any agreement with respect to any of the Revolving Credit Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Revolving Credit Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Revolving Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Revolving Credit Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Revolving Credit Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Revolving Credit Obligations).
Appears in 1 contract
Samples: Revolving Credit Agreement (Memc Electronic Materials Inc)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder each Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any other Security Document, the Term Loan Collateral Sharing Agreement, any other Senior Loan Document or any Indenture Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any other Security Document, the Term Loan Collateral Sharing Agreement, any other Senior Loan Document or any Indenture Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and U.S. Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Document, any other agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term any Loan AgreementDocument, any other Loan Document Intercreditor Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment or performance of the such Obligations in full in cash(other than contingent indemnification and reimbursement obligations for which no claim has been made)).
Appears in 1 contract
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan any Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan any Credit Agreement Document, any Other First Lien Agreement, any other Loan Document Intercreditor Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment or performance of the Secured Obligations in full in cash(other than contingent indemnification and reimbursement obligations for which no claim has been made)).
Appears in 1 contract
Samples: Security Agreement (Spectrum Brands Holdings, Inc.)
Security Interest Absolute. All Subject to the entry by the Bankruptcy Court of the Orders and effectiveness of the Second Amendment, all rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Fairway Group Holdings Corp)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor and Guarantor hereunder shall be be, subject to the last paragraph of clause (a) of Section 4.01, absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Indenture Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Indenture Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor or Guarantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Wolverine Tube Inc)
Security Interest Absolute. All To the extent permitted by Law, all rights of the Bank Administrative Agent hereunder, the Security Interest Interest, the grant of a security interest in the Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan DocumentDocument or the Pari Passu Indenture, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or the Pari Passu Indenture or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Term Loan Security Agreement (Prestige Brands Holdings, Inc.)
Security Interest Absolute. All rights of the Bank Collateral Trustee hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any Other Credit Agreement, any Reimbursement Agreement, any other Loan Financing Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any Other Credit Agreement, any Reimbursement Agreement, any other Loan Financing Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on Collateral or any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (PPL Energy Supply LLC)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of this Agreement, the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from this Agreement, the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment in full of all the Secured Obligations and termination of the Obligations in full in cashCommitments under the Credit Agreement).
Appears in 1 contract
Security Interest Absolute. The obligations of each Pledgor under this Pledge Agreement are independent of the obligations under any of the other Loan Documents, and a separate action or actions may be brought and prosecuted against the Pledgors to enforce this Pledge Agreement. All rights of the Bank Lender hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateralrelease, or any release or amendment or waiver of, or consent under, to or departure from, any guaranty, securing or guaranteeing guaranty for all or any of the Obligations or Secured Obligations, (d) any change, restructuring or termination of the corporate structure or existence of any Pledgor or Issuer or (e) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, the Pledgors or any Borrower of them in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashPledge Agreement.
Appears in 1 contract
Samples: Pledge Agreement (Healthcomp Evaluation Services Corp)
Security Interest Absolute. All To the extent permitted by law, all rights of the Bank Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreementany Credit Agreement Document, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreementany Credit Agreement Document, any other Loan Document Intercreditor Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment or performance of the such Secured Obligations in full in cash(other than contingent indemnification and reimbursement obligations for which no claim has been made)).
Appears in 1 contract
Samples: Credit Agreement (Centurylink, Inc)
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest grant of a security interest in the Collateral and all obligations of the Borrowers hereunder each Pledgor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Revolving Credit Agreement, any other Loan Document, any agreement with respect to any of the Investor Revolver Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Investor Revolver Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Revolving Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, to or departure from, from any guaranty, securing or guaranteeing for all or r any of the Investor Revolver Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Investor Revolver Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible payment of the Obligations in full in cashof all the Investor Revolver Obligations).
Appears in 1 contract
Security Interest Absolute. All rights of the Bank Collateral Agent hereunder, the Security Interest and all obligations of the Borrowers Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any Secured Hedge Agreement, any Secured Cash Management Agreement, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document Document, any Secured Hedge Agreement, any Secured Cash Management Agreement or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from the Guarantee or any guarantyother guarantee, securing or guaranteeing all or any of the Obligations Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Security Interest Absolute. All rights of the Bank hereunder, the Security Interest Collateral Agent hereunder and all obligations of the Borrowers SCI LLC hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementIndenture, any other Loan Indenture Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementIndenture, any other Loan Indenture Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien (as defined in the Intercreditor Agreement) on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower SCI LLC in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Collateral (On Semiconductor Corp)
Security Interest Absolute. All To the extent not prohibited by applicable law, all rights of the Bank Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Pledgor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than the indefeasible a defense of payment of the Obligations in full in cashor performance).
Appears in 1 contract
Security Interest Absolute. All rights of the Bank --------------------------- Collateral Agent hereunder, the Security Interest Interest, the security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor and Guarantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan AgreementCredit Agreements, the Indenture, any other Loan Transaction Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan AgreementCredit Agreements, the Indenture, any other Loan Transaction Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor or Guarantor in respect of the Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Wki Holding Co Inc)
Security Interest Absolute. All rights of the Bank Security Agent hereunder, the Security Interest Interest, the grant of a security interest in the Pledged Collateral and all obligations of the Borrowers each Grantor and Guarantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, any agreement with respect to any of the U.S. Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the U.S. Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating to any of the foregoinginstrument, (c) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of, of or consent under, under or departure from, from any guarantyguarantee, securing or guaranteeing all or any of the Obligations U.S. Secured Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Borrower Grantor or Guarantor in respect of the U.S. Secured Obligations or in respect of this Security Agreement or any other Loan Document other than the indefeasible payment of the Obligations in full in cashAgreement.
Appears in 1 contract
