Extent of guarantee and indemnity. The liability of the Seller’s Guarantor under this clause 16 is not affected by anything that, but for this clause 16, might operate to release or exonerate the Seller’s Guarantor in whole or in part from its obligations including any of the following, whether with or without the consent of the Seller’s Guarantor: (a) the grant to the Seller or any Other Person of any time, waiver or other indulgence, or the discharge or release of the Seller, or any Other Person from any liability or obligation; (b) any transaction or arrangement that may take place between the Buyer, the Seller, or any Other Person; (c) the Buyer exercising or refraining from exercising its rights under any security or any other rights, powers or remedies against the Seller or any Other Person; (d) the amendment, replacement, extinguishment, unenforceability, failure, loss, release, discharge, abandonment or transfer either in whole or in part and either with or without consideration, of any security now or in the future held by the Buyer from the Seller, or any Other Person or by the taking of or failure to take any security; (e) the failure or omission or any delay by the Buyer or the Seller to give notice to the Seller’s Guarantor of any default by the Seller or any other person under this agreement; and (f) any legal limitation, disability, incapacity or other circumstances related to the Seller, or any Other Person.
Appears in 2 contracts
Sources: Share Sale Agreement, Share Sale Agreement (Homeaway Inc)
Extent of guarantee and indemnity. The liability of the SellerBuyer’s Guarantor under this clause 16 17 is not affected by anything that, but for this clause 1617, might operate to release or exonerate the SellerBuyer’s Guarantor in whole or in part from its obligations including any of the following, whether with or without the consent of the SellerBuyer’s Guarantor:
(a) the grant to the Seller Buyer, or any Other Person of any time, waiver or other indulgence, or the discharge or release of the Seller, Buyer or any Other Person other person from any liability or obligation;
(b) any transaction or arrangement that may take place between the BuyerSeller, the Seller, Buyer or any Other Person;
(c) the Buyer Seller exercising or refraining from exercising its rights under any security or any other rights, powers or remedies against the Seller Buyer or any Other Person;
(d) the amendment, replacement, extinguishment, unenforceability, failure, loss, release, discharge, abandonment or transfer either in whole or in part and either with or without consideration, of any security now or in the future held by the Buyer Seller from the Seller, Buyer or any Other Person or by the taking of or failure to take any security;
(e) the failure or omission or any delay by the Buyer Seller or the Seller Buyer to give notice to the SellerBuyer’s Guarantor of any default by the Seller Buyer or any other person under this agreement; and
(f) any legal limitation, disability, incapacity or other circumstances related to the SellerBuyer, or any Other Person.
Appears in 1 contract
Sources: Share Sale Agreement (Homeaway Inc)