Unconditional Obligation to Pay Sample Clauses

Unconditional Obligation to Pay. A. It is hereby agreed that the WCID shall be unconditionally obligated to pay the Annual Requirement without set-off, counterclaim, abatement, suspension or diminution, and this Contract shall not terminate, nor shall the WCID have any right to terminate this Contract nor be entitled to the abatement of any such payment or any reduction thereof nor shall the obligations of the WCID under this Article VI be otherwise affected for any reason, including without limitation acts or conditions of GBRA that might be considered failure of consideration, destruction or damage to the Project, failure of GBRA to perform and observe any agreement, whether expressed or implied, or any duty, liability or obligation arising out of or connected with the Contract, it being the intention of the Parties that all sums required to be paid by the WCID to GBRA for such purposes shall continue to be payable in all events and the obligations of the WCID hereunder shall continue unaffected, unless the requirement to pay the same shall be reduced or terminated pursuant to an express provision of this Contract.
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Unconditional Obligation to Pay. Subject to the terms of Sections 5.1, 5.2 and 5.3 hereof conditioning GBRA’s payment obligation of Hydro Revenues, the Annual GBRA Payment shall be made by GBRA without set-off, counterclaim, abatement, suspension or diminution, nor shall GBRA be entitled to the abatement of any such payment or any reduction thereof nor shall the obligations of GBRA under this Article V be otherwise affected for any reason, including without limitation, failure of the WCID to perform and observe any agreement, whether expressed or implied, or any duty, liability or obligation arising out of or connected with this Contract, it being the intention of the Parties that the Annual GBRA Payment shall continue to be payable in all events and the obligations of GBRA hereunder shall continue unaffected, unless the requirement to pay the same shall be reduced or terminated pursuant to an express provision of this Contract. If GBRA disputes the amount to be paid to the WCID, GBRA shall nonetheless promptly make payments, and if it is subsequently determined by agreement, regulatory decision, or court decision that such disputed payment should have been less, the Parties will then make proper adjustments so that GBRA will receive credit for its overpayments. Nothing contained in this Section shall be construed to release the WCID from performance of any of the agreements on its part in this Contract, and in the event the WCID shall fail to perform any such agreement, GBRA may seek such relief against the WCID pursuant to Section 10.5 of this Contract as GBRA deems necessary so long as same does not abrogate GBRA’s obligation to make the payments set out in this Section.
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Unconditional Obligation to Pay. The Wholesale Customer shall be obligated to pay, each month, the payments required by this Agreement, without offset or counterclaim. This covenant shall be for the benefit of the holders of the Authority’s bonds, secured in whole or in part from the revenues of the System, and shall be in effect only if as and when any such bonds are outstanding.
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Unconditional Obligation to Pay. Borrower hereby unconditionally promises to pay to Lender all Obligations as and when due hereunder.
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Unconditional Obligation to Pay. Corporation's obligation to make the Bonus Payment shall be absolute and unconditional. Such obligation shall not be affected by the termination of Executive's employment with Corporation for any reason whatsoever (except for Executive's death), whether Executive's employment is terminated voluntarily or involuntarily, including, without limitation, as a result of his resignation, retirement, disability, termination by Corporation (with or without cause) or a change in control of the Corporation.
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Unconditional Obligation to Pay. (a) If, for any reason whatsoever (including any insolvency proceedings with respect to any Ormat Equity Party, the Ormat Borrower Entity, the Operator or any other person, or the unenforceability of any obligations under this Deed or the Senior Finance Documents or the fact that monies cannot be paid pursuant to this Deed), any Ormat Equity Party is not able to make or procure the making of an Equity Contribution to the Ormat Borrower or otherwise as contemplated by this Deed, including subscribing and paying for any share capital in any person or advancing any Subordinated Shareholder Loan, the Ormat Sponsor shall, nevertheless, pay to the Intercreditor Agent (to such account and in such manner as the Intercreditor Agent may notify to the Ormat Sponsor) the amount of that payment for application towards payment of the relevant Equity Contribution in accordance with this Deed.
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Unconditional Obligation to Pay. Member Entity recognizes that Riverbend’s bonds will be payable from and secured by pledges of the sums of money to be received by Riverbend from Member Entity under this Contract, from the other Riverbend Member Entities under similar contracts, and from other Riverbend customers. In order to make such bonds marketable at the lowest available interest rate, it is to the mutual advantage of Riverbend and Member Entity that Member Entity’s obligation to make the payments required hereunder be, and the same is hereby made, unconditional. Consequently, the payments required to be made by Member Entity under the terms of this Contract shall be due and payable as herein specified in any and all events and regardless of whether there shall be, for any reason, a delay in the completion of all or any part of the construction of Planned Improvements, regardless of whether the Regional Water System Facilities shall have been wholly or partially destroyed or damaged and/or whether Riverbend shall have tendered water to Member Entity. This covenant shall be for the benefit of the holders of Riverbend’s tax-exempt bonds, secured in whole or in part from revenues of the Regional Water System Facilities. The agreement by Member Entity to make the payments required are separate and independent covenants and Member Entity shall have no right of offset, recoupment, or counterclaim. Member Entity agrees to operate and maintain its water system in such manner and to make such charges for the water and services supplied thereby to all customers so that the revenues derived therefrom will always be adequate to enable Member Entity to promptly make all payments due to Riverbend under this Contract. All payments so made shall be deemed expenses of maintaining and operating Member Entity’s water system.
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Related to Unconditional Obligation to Pay

  • Unconditional Obligation The obligations of the Company to make the Loan Payments, the Additional Payments and the other payments required by Section 4.2 hereof and to perform and observe the other agreements on its part contained herein shall be absolute and unconditional and shall be binding and enforceable in all circumstances whatsoever, irrespective of any defense or any rights of set-off, recoupment or counterclaim it might otherwise have against the Authority, and during the term of this Agreement, the Company shall pay all payments required to be made on account of this Agreement (which payments shall be net of any other obligations of the Company) as prescribed in Section 4.2 and all other payments required hereunder, free of any deductions and without abatement, diminution or set-off. The Company shall be obligated to make the payments whether or not the Project has come into existence or become functional and whether or not the Project has ceased to exist or to be functional to any extent and from any cause whatsoever. The Company shall be obligated to make such payments regardless of whether the Company is in possession or is entitled to be in possession of the Project or any part thereof. Until such time as the principal of, premium, if any, and interest on, the Bonds shall have been fully paid, or provision for the payment thereof shall have been made as required by the Indenture, the Company (i) will not suspend or discontinue any payments provided for in Section 4.2; (ii) will perform and observe all of its other covenants contained in this Agreement; and (iii) except as provided in Article VIII hereof, will not terminate this Agreement for any cause, including, without limitation, the occurrence of any act or circumstances that may constitute failure of consideration, destruction of or damage to all or a portion of those facilities or equipment comprising the Project, commercial frustration of purpose, any change in the tax or other laws of the United States of America or of the State or any political subdivision of either of these, or any failure of the Authority or the Trustee to perform and observe any covenant, whether express or implied, or any duty, liability or obligation arising out of or connected with this Agreement or the Indenture, except to the extent permitted by this Agreement.

  • Unconditional Obligations This is a guaranty of payment and not of collection. The Guarantors' Obligations under this Guaranty Agreement shall be absolute and unconditional irrespective of the validity, legality or enforceability of the Credit Agreement, the Notes or any other Loan Document or any other guaranty of the Borrower's Liabilities, and shall not be affected by any action taken under the Credit Agreement, the Notes or any other Loan Document, any other guaranty of the Borrower's Liabilities, or any other agreement between the Agent or the Lenders and the Borrower or any other Person, in the exercise of any right or power therein conferred, or by any failure or omission to enforce any right conferred thereby, or by any waiver of any covenant or condition therein provided, or by any acceleration of the maturity of any of the Borrower's Liabilities, or by the release or other disposal of any security for any of the Borrower's Liabilities, or by the dissolution of the Borrower or the combination or consolidation of the Borrower into or with another entity or any transfer or disposition of any assets of the Borrower or by any extension or renewal of the Credit Agreement, any of the Notes or any other Loan Document, in whole or in part, or by any modification, alteration, amendment or addition of or to the Credit Agreement, any of the Notes or any other Loan Document, any other guaranty of the Borrower's Liabilities, or any other agreement between the Agent or the Lenders and the Borrower or any other Person, or by any other circumstance whatsoever (with or without notice to or knowledge of any Guarantor) which may or might in any manner or to any extent vary the risks of such Guarantor, or might otherwise constitute a legal or equitable discharge of a surety or a guarantor; it being the purpose and intent of the parties hereto that this Guaranty Agreement and the Guarantors' Obligations hereunder shall be absolute and unconditional under any and all circumstances and shall not be discharged except by payment as herein provided.

  • Unconditional Obligation; No Offset Borrower acknowledges that this Note is an unconditional, valid, binding and enforceable obligation of Borrower not subject to offset, deduction or counterclaim of any kind. Borrower hereby waives any rights of offset it now has or may have hereafter against Lxxxxx, its successors and assigns, and agrees to make the payments or Conversions called for herein in accordance with the terms of this Note.

  • Additional Obligation Each replacement Note issued under Section 2.7(a) will be an original additional contractual obligation of the Issuer and have the benefits of this Indenture equally and proportionately with other Notes of the same Class duly issued under this Indenture.

  • Unconditional Payment Borrower is and shall be obligated to pay principal, interest and any and all other amounts which become payable hereunder or under the other Loan Documents absolutely and unconditionally and without any abatement, postponement, diminution or deduction and without any reduction for counterclaim or setoff. In the event that at any time any payment received by Lender hereunder shall be deemed by a court of competent jurisdiction to have been a voidable preference or fraudulent conveyance under any bankruptcy, insolvency or other debtor relief law, then the obligation to make such payment shall survive any cancellation or satisfaction of this Note or return thereof to Borrower and shall not be discharged or satisfied with any prior payment thereof or cancellation of this Note, but shall remain a valid and binding obligation enforceable in accordance with the terms and provisions hereof, and such payment shall be immediately due and payable upon demand.

  • Additional Obligations The Company will use its best efforts to (a) register and qualify the Registrable Securities covered by a Registration Statement under such other securities or blue sky laws of such jurisdictions as each Investor who holds (or has the right to hold) Registrable Securities being offered reasonably requests, (b) prepare and file in those jurisdictions any amendments (including post-effective amendments) and supplements to such registrations and qualifications as may be necessary to maintain their effectiveness during the Registration Period, (c) take any other actions necessary to maintain such registrations and qualifications in effect at all times during the Registration Period, and (d) take any other actions reasonably necessary or advisable to qualify the Registrable Securities for sale in such jurisdictions. Notwithstanding the foregoing, the Company is not required, in connection such obligations, to (i) qualify to do business in any jurisdiction where it would not otherwise be required to qualify but for this Section 3.4, (ii) subject itself to general taxation in any such jurisdiction, (iii) file a general consent to service of process in any such jurisdiction, (iv) provide any undertakings that cause material expense or burden to the Company, or (v) make any change in its charter or bylaws, which in each case the Board of Directors of the Company determines to be contrary to the best interests of the Company and its stockholders.

  • Additional Obligations of the Company The Company shall:

  • Additional Obligations of Guarantor It shall constitute a Default of the Lessee under this Lease if any such Guarantor fails or refuses, upon reasonable request by Lessor to give: (a) evidence of the due execution of the guaranty called for by this Lease, including the authority of the Guarantor (and of the party signing on Guarantor's behalf) to obligate such Guarantor on said guaranty, and resolution of its board of directors authorizing the making of such guaranty, together with a certificate of incumbency showing the signatures of the persons authorized to sign on its behalf, (b) current financial statements of Guarantor as may from time to time be requested by Lessor, (c) a Tenancy Statement, or (d) written confirmation that the guaranty is still in effect.

  • Guarantor’s Obligations Unconditional The obligations of each Guarantor under this Guaranty shall be primary, absolute and unconditional obligations of each Guarantor, shall not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction or defense based upon any claim each Guarantor or any other person may have against the Company or any other person, and to the full extent permitted by applicable law shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance or condition whatsoever (whether or not each Guarantor or the Company shall have any knowledge or notice thereof), including:

  • Obligations Unconditional The obligations of the Guarantors under Section 11.01 shall constitute a guarantee of payment and to the fullest extent permitted by applicable Law, are absolute, irrevocable and unconditional, joint and several, irrespective of the value, genuineness, validity, regularity or enforceability of the Guaranteed Obligations of the Borrower under this Agreement, the Notes, if any, or any other agreement or instrument referred to herein or therein, or any substitution, release or exchange of any other guarantee of or security for any of the Guaranteed Obligations, and, irrespective of any other circumstance whatsoever that might otherwise constitute a legal or equitable discharge or defense of a surety or Guarantor (except for payment in full). Without limiting the generality of the foregoing, it is agreed that the occurrence of any one or more of the following shall not alter or impair the liability of the Guarantors hereunder which shall remain absolute, irrevocable and unconditional under any and all circumstances as described above:

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