Common use of Lien Absolute Clause in Contracts

Lien Absolute. All obligations of each Grantor hereunder, shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Obligations; (b) any lack of validity or enforceability relating to or against Borrowers, any other Loan Party or any other guarantor of any of the Obligations, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, or any applicable Law purporting to prohibit the payment by Borrowers, any other Loan Party or any other guarantor of the Obligations of the principal of or interest on the Obligations; (c) any modification or amendment of or supplement to the Credit Agreement or any other Loan Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the Borrowers, any other Loan Party or any other guarantor of any of the Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowers, any other Loan Party or any other guarantor of the Obligations, or any of their assets or any resulting release of discharge of any obligation of Borrowers, any other Loan Party or any other guarantor or any of the Obligations; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document or Obligations; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any Grantor; or (h) any other act or omission to act or delay of any kind by Borrowers, any other Loan Party, any other guarantor of the Obligations, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantor’s obligations hereunder.

Lien Absolute. All The Pledgor shall not be released from its obligations of each Grantor hereunder, shall be absolute and unconditional irrespective hereunder by reason of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Obligations; (b) any lack of validity or enforceability relating to or against Borrowersthe Borrower, any other Loan Party the Pledgor or any other guarantor of any of the ObligationsPerson, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, or any applicable Law purporting to prohibit the payment by Borrowers, any other Loan Party or any other guarantor of the Obligations Borrower of the principal of or interest on the Obligations; (c) any modification or amendment of or supplement to the Credit Agreement Agreement, any other Loan Document or any other Loan Documentagreement or instrument governing or evidencing any Obligations; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate legal existence, structure or ownership of the BorrowersBorrower, any other Loan Party the Pledgor or any other guarantor of any of the ObligationsPerson, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowersthe Borrower, any other Loan Party the Pledgor or any other guarantor of the ObligationsPerson, or any of their assets or any resulting release of or discharge of any obligation Obligation of Borrowersthe Borrower, any other Loan Party the Pledgor or any other guarantor or any of the ObligationsPerson; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document Document, the Obligations or any other agreement or instrument governing or evidencing any Obligations; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of the Borrower, the Pledgor or any Grantorother Person; or (h) any other act or omission to act or delay of any kind by Borrowers, any other Loan Party, any other guarantor of the ObligationsBorrower, the Administrative Pledgor, the Collateral Agent, any Lender Lender, other Secured Party or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantorthe Pledgor’s obligations hereunder; except in each case to the extent that any written amendment, settlement, compromise, waiver or release entered into with the Collateral Agent expressly terminates the obligations of the Pledgor hereunder.

Lien Absolute. All obligations of each the Grantor hereunder, hereunder shall be absolute and unconditional irrespective of: (a) : any extension, renewal, settlement, compromise, waiver or release in respect of any of the Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Obligations; (b) ; any lack of validity or enforceability relating to or against Borrowers, any other Loan Party the Grantor or any other guarantor of any of the Obligations, for any reason related to the Credit AgreementNote, any other Loan Note Document or any other agreement or instrument governing or evidencing any Obligations, or any applicable Law governmental requirements purporting to prohibit the payment by Borrowers, any other Loan Party the Grantor or any other guarantor of the Obligations of the principal of or interest on the Obligations; (c) ; any modification or amendment of or supplement to the Credit Agreement Note or any other Loan Note Document; (d) ; any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit AgreementNote, any other Loan Note Document or any other agreement or instrument governing or evidencing any Obligations, including any increase or decrease in the rate of interest thereon; (e) ; any change in the corporate existence, structure or ownership of the Borrowers, any other Loan Party Grantor or any other guarantor of any of the Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowers, any other Loan Party the Grantor or any other guarantor of the Obligations, or any of their assets or any resulting release of discharge of any obligation of Borrowers, any other Loan Party the Grantor or any other guarantor or any of the Obligations; (f) ; any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Note Document or Obligations; (g) ; any other setoff, defense (other than payment in full of the Obligations) or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit AgreementNote, any other Loan Note Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any the Grantor; or (h) or any other act or omission to act or delay of any kind by Borrowers, any other Loan Partythe Grantor, any other guarantor of the Obligations, the Administrative Agent, any Lender Holder or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any the Grantor’s obligations hereunder.

Lien Absolute. All obligations of each the Grantor hereunder, hereunder shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Obligations; (b) any lack of validity or enforceability relating to or against Borrowers, any other Loan Party the Grantor or any other guarantor of any of the Obligations, for any reason related to the Credit AgreementNote, any other Loan Note Document or any other agreement or instrument governing or evidencing any Obligations, or any applicable Law governmental requirements purporting to prohibit the payment by Borrowers, any other Loan Party the Grantor or any other guarantor of the Obligations of the principal of or interest on the Obligations; (c) any modification or amendment of or supplement to the Credit Agreement Note or any other Loan Note Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit AgreementNote, any other Loan Note Document or any other agreement or instrument governing or evidencing any Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the Borrowers, any other Loan Party Grantor or any other guarantor of any of the Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowers, any other Loan Party the Grantor or any other guarantor of the Obligations, or any of their assets or any resulting release of discharge of any obligation of Borrowers, any other Loan Party the Grantor or any other guarantor or any of the Obligations; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Note Document or Obligations; (g) any other setoff, defense (other than payment in full of the Obligations) or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit AgreementNote, any other Loan Note Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any the Grantor; or (h) any other act or omission to act or delay of any kind by Borrowers, any other Loan Partythe Grantor, any other guarantor of the Obligations, the Administrative Agent, any Lender Holder or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any the Grantor’s obligations hereunder.

Lien Absolute. All obligations of each Grantor hereunder, shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the ObligationsIndebtedness, by operation of law or otherwise, or any obligation of any other guarantor of any of the ObligationsIndebtedness, or any default, failure or delay, willful or otherwise, in the payment or performance of the ObligationsIndebtedness; (b) any lack of validity or enforceability relating to or against Borrowersthe Borrower, any other Loan Party or any other guarantor of any of the ObligationsIndebtedness, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, or any applicable Law Governmental Requirements purporting to prohibit the payment by Borrowersthe Borrower, any other Loan Party or any other guarantor of the Obligations Indebtedness of the principal of or interest on the ObligationsIndebtedness; (c) any modification or amendment of or supplement to the Credit Agreement or any other Loan Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the ObligationsIndebtedness, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, including any increase or decrease in the amount of the Commitments or Loans or the rate of interest thereon; (e) other than in respect of the Liens created hereunder, any release, nonperfection or invalidity of any direct or indirect security for any obligation of any Loan Party under the Credit Agreement or any other Loan Document or any obligations of any guarantor or grantor of any of the Indebtedness, any amendment or waiver of, or consent to departure from, any other guaranty or support document, any exchange, release or non-perfection of any direct or indirect security for any obligation of any Loan Party under the Credit Agreement or any other Loan Document, for all or any of the Loan Documents or Indebtedness, or any action or failure to act, including choice of remedies, manner of sale or use of proceeds, by the Administrative Agent, any Lender or any other Person with respect to any collateral securing all or any part of the Indebtedness; (f) any change in the corporate existence, structure or ownership of the BorrowersBorrower, any other Loan Party or any other guarantor of any of the ObligationsIndebtedness, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowersthe Borrower, any other Loan Party or any other guarantor of the ObligationsIndebtedness, or any of their assets or any resulting release of or discharge of any obligation of Borrowersthe Borrower, any other Loan Party or any other guarantor or any of the ObligationsIndebtedness; (fg) any present or future law, regulation regulation, decree or order of any jurisdiction (whether of right or in fact) or of any agency Governmental Authority thereof or any other event purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document or ObligationsIndebtedness; (gh) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any Grantor; or (hi) any other act or omission to act or delay of any kind by Borrowersthe Borrower, any other Loan Party, any other guarantor of the ObligationsIndebtedness, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantor’s obligations hereunder.

Lien Absolute. All obligations of each Grantor the Pledgor hereunder, shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Secured Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Secured Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Secured Obligations; (b) any lack of validity or enforceability relating to or against BorrowersBorrower, any other Loan Party Party, the Pledgor or any other guarantor of any of the Secured Obligations, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Secured Obligations, or any applicable Law Governmental Requirements purporting to prohibit the payment by BorrowersBorrower, any other Loan Party Party, the Pledgor or any other guarantor of the Secured Obligations of the principal of or interest on the Secured Obligations; (c) any modification or amendment of or supplement to the Credit Agreement or any other Loan Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Secured Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the BorrowersBorrower, any other Loan Party Party, the Pledgor or any other guarantor of any of the Secured Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting BorrowersBorrower, any other Loan Party Party, the Pledgor or any other guarantor of the Secured Obligations, or any of their assets or any resulting release of discharge of any obligation of BorrowersBorrower, any other Loan Party Party, the Pledgor or any other guarantor or any of the Secured Obligations; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document or Secured Obligations; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which that might constitute a legal or equitable defense available to, or discharge of any Grantorthe Pledgor; or (h) any other act or omission to act or delay of any kind by BorrowersBorrower, any other Loan Party, the Pledgor any other guarantor of the Secured Obligations, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which that might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantorthe Pledgor’s obligations hereunder.

Lien Absolute. All obligations of each Grantor hereunder, shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the ObligationsIndebtedness, by operation of law or otherwise, or any obligation of any other guarantor of any of the ObligationsIndebtedness, or any default, failure or delay, willful or otherwise, in the payment or performance of the ObligationsIndebtedness; (b) any lack of validity or enforceability relating to or against Borrowersthe Borrower, any other Loan Party Subsidiary or any other guarantor of any of the ObligationsIndebtedness, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, or any applicable Law Governmental Requirements purporting to prohibit the payment by Borrowersthe Borrower, any other Loan Party Subsidiary or any other guarantor of the Obligations Indebtedness of the principal of or interest on the ObligationsIndebtedness; (c) any modification or amendment of or supplement to the Credit Agreement or any other Loan Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the ObligationsIndebtedness, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the BorrowersBorrower, any other Loan Party Subsidiary or any other guarantor of any of the ObligationsIndebtedness, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowersthe Borrower, any other Loan Party Subsidiary or any other guarantor of the ObligationsIndebtedness, or any of their assets or any resulting release of discharge of any obligation of Borrowersthe Borrower, any other Loan Party Subsidiary or any other guarantor or any of the ObligationsIndebtedness; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document or ObligationsIndebtedness; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any Grantor; or (h) any other act or omission to act or delay of any kind by Borrowersthe Borrower, any other Loan PartySubsidiary, any other guarantor of the ObligationsIndebtedness, the Administrative Agent, any Lender Secured Creditor or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantor’s 's obligations hereunder.

Lien Absolute. All obligations of each Grantor hereunder, shall be absolute and unconditional irrespective of:: Exhibit 10.02 2023 10-K (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the ObligationsIndebtedness, by operation of law or otherwise, or any obligation of any other guarantor of any of the ObligationsIndebtedness, or any default, failure or delay, willful or otherwise, in the payment or performance of the ObligationsIndebtedness; (b) any lack of validity or enforceability relating to or against BorrowersBorrower, any other Loan Party or any other guarantor of any of the ObligationsIndebtedness, for any reason related to the Credit Loan Agreement, any other Loan Document Security Instrument or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, or any applicable Law law purporting to prohibit the payment by BorrowersBorrower, any other Loan Party or any other guarantor of the Obligations Indebtedness of the principal of or interest on the ObligationsIndebtedness; (c) any modification or amendment of or supplement to the Credit Loan Agreement or any other Loan DocumentSecurity Instrument; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the ObligationsIndebtedness, or any other amendment or waiver of or any consent to any departure from the Credit Loan Agreement, any other Loan Document Security Instrument or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the BorrowersBorrower, any other Loan Party or any other guarantor of any of the ObligationsIndebtedness, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting BorrowersBorrower, any other Loan Party or any other guarantor of the ObligationsIndebtedness, or any of their assets or any resulting release of discharge of any obligation of BorrowersBorrower, any other Loan Party or any other guarantor or any of the ObligationsIndebtedness; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document Security Instrument or ObligationsIndebtedness; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Loan Agreement, any other Loan DocumentSecurity Instrument, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any Grantor; or (h) any other act or omission to act or delay of any kind by BorrowersBorrower, any other Loan Party, any other guarantor of the ObligationsIndebtedness, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantor’s obligations hereunder.

Lien Absolute. All obligations of each Grantor Pledgor hereunder, shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Obligations; (b) any lack of validity or enforceability relating to or against Borrowers, any other Loan Party Party, Pledgor or any other guarantor of any of the Obligations, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, or any applicable Law purporting to prohibit the payment by Borrowers, any other Loan Party Party, Pledgor or any other guarantor of the Obligations of the principal of or interest on the Obligations; (c) any modification or amendment of or supplement to the Credit Agreement or any other Loan Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the Borrowers, any other Loan Party Party, Pledgor or any other guarantor of any of the Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowers, any other Loan Party Party, Pledgor or any other guarantor of the Obligations, or any of their assets or any resulting release of discharge of any obligation of Borrowers, any other Loan Party Party, Pledgor or any other guarantor or any of the Obligations; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document or Obligations; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any GrantorPledgor; or (h) any other act or omission to act or delay of any kind by Borrowers, any other Loan Party, Pledgor, any other guarantor of the Obligations, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any GrantorPledgor’s obligations hereunder.

Lien Absolute. All obligations of each Grantor hereunder, shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Obligations; (b) any lack of validity or enforceability relating to or against Borrowers, any other Loan Party or any other guarantor of any of the Obligations, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, or any applicable Law purporting to prohibit the payment by Borrowers, any other Loan Party or any other guarantor of the Obligations of the principal of or interest on the Obligations; (c) any modification or amendment of or supplement to the Credit Agreement or any other Loan Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the Borrowers, any other Loan Party or any other guarantor of any of the Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowers, any other Loan Party or any other guarantor of the Obligations, or any of their assets or any resulting release of discharge of any obligation of Borrowers, any other Loan Party or any other guarantor or any of the Obligations; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document or Obligations; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any Grantor; or (h) any other act or omission to act or delay of any kind by Borrowers, any other Loan Party, any other guarantor of the Obligations, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantor’s obligations hereunder.

Lien Absolute. All obligations of each Grantor hereunder, shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the ObligationsIndebtedness, by operation of law or otherwise, or any obligation of any other guarantor of any of the ObligationsIndebtedness, or any default, failure or delay, willful or otherwise, in the payment or performance of the ObligationsIndebtedness; (b) any lack of validity or enforceability relating to or against BorrowersBorrower, any other Loan Party or any other guarantor of any of the ObligationsIndebtedness, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, or any applicable Law Governmental Requirements purporting to prohibit the payment by BorrowersBorrower, any other Loan Party or any other guarantor of the Obligations Indebtedness of the principal of or interest on the ObligationsIndebtedness; (c) any modification or amendment of or supplement to the Credit Agreement or any other Loan Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the ObligationsIndebtedness, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, including any increase or decrease in the amount of the Commitments or Loans or the rate of interest thereon; (e) any release, nonperfection or invalidity of any direct or indirect security for any obligation of any Loan Party under the Credit Agreement or any other Loan Document or any obligations of any guarantor or grantor of any of the Indebtedness, any amendment or waiver of, or consent to departure from, any other guaranty or support document, any exchange, release or non-perfection of any direct or indirect security for any obligation of any Loan Party under the Credit Agreement or any other Loan Document, for all or any of the Loan Documents or Indebtedness, or any action or failure to act, including choice of remedies, manner of sale or use of proceeds, by the Administrative Agent, any Lender or any other Person with respect to any collateral securing all or any part of the Indebtedness; (f) any change in the corporate existence, structure or ownership of the BorrowersBorrower, any other Loan Party or any other guarantor of any of the ObligationsIndebtedness, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting BorrowersBorrower, any other Loan Party or any other guarantor of the ObligationsIndebtedness, or any of their assets or any resulting release of or discharge of any obligation of BorrowersBorrower, any other Loan Party or any other guarantor or any of the ObligationsIndebtedness; (fg) any present or future law, regulation regulation, decree or order of any jurisdiction (whether of right or in fact) or of any agency Governmental Authority thereof or any other event purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document or ObligationsIndebtedness; (gh) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any Grantor; or (hi) any other act or omission to act or delay of any kind by BorrowersBorrower, any other Loan Party, any other guarantor of the ObligationsIndebtedness, the Administrative Agent, any Lender or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantor’s obligations hereunder.

Lien Absolute. All obligations of each Grantor Borrower hereunder, shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Obligations; (b) any lack of validity or enforceability relating to or against Borrowers, any other Loan Party Borrower or any other guarantor of any of the Obligations, for any reason related to the Credit Subscription Agreement, any other Loan Transaction Document or any other agreement or instrument governing or evidencing any Obligations, or any applicable Law governmental requirements purporting to prohibit the payment by Borrowers, any other Loan Party Borrower or any other guarantor of the Obligations of the principal of or interest on the Obligations; (c) any modification or amendment of or supplement to the Credit Subscription Agreement or any other Loan Transaction Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Subscription Agreement, any other Loan Transaction Document or any other agreement or instrument governing or evidencing any of the Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the Borrowers, any other Loan Party Borrower or any other guarantor of any of the Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowers, any other Loan Party Borrower or any other guarantor of the Obligations, or any of their assets or any resulting release of discharge of any obligation of Borrowers, any other Loan Party Borrower or any other guarantor or any of the Obligations; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Transaction Document or the Obligations; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Subscription Agreement, any other Loan Transaction Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any GrantorBorrower; or (h) any other act or omission to act or delay of any kind by Borrowers, Borrower or any other Loan Party, any other guarantor of the Obligations, the Administrative Collateral Agent, any Lender Holder or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any GrantorBorrower’s obligations hereunder.

Lien Absolute. All obligations of each No Grantor hereunder, that is a Guarantor shall be absolute and unconditional irrespective released from its obligations hereunder by reason of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Obligations; (b) any lack of validity or enforceability relating to or against Borrowersthe Borrower, any other Loan Credit Party or any other guarantor of any of the Obligations, for any reason related to the Credit Agreement, any other Loan Document Paper or any other agreement or instrument governing or evidencing any Obligations, or any applicable Law Laws purporting to prohibit the payment by Borrowersthe Borrower, any other Loan Credit Party or any other guarantor of the Obligations of the principal of or interest on the Obligations; (c) any modification or amendment of or supplement to the Credit Agreement or any other Loan DocumentPaper; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document Paper or any other agreement or instrument governing or evidencing any Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the BorrowersBorrower, any other Loan Credit Party or any other guarantor of any of the Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowersthe Borrower, any other Loan Credit Party or any other guarantor of the Obligations, or any of their assets or any resulting release of or discharge of any obligation of Borrowersthe Borrower, any other Loan Credit Party or any other guarantor or any of the Obligations; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document Paper or Obligations; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan DocumentPaper, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any GrantorGuarantor, other than payment or performance of the Obligations; or (h) any other act or omission to act or delay of any kind by Borrowersthe Borrower, any other Loan Credit Party, any other guarantor of the Obligations, the Administrative Agent, any Lender Bank or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any GrantorGuarantor’s obligations hereunder, other than payment or performance of the Obligations; in each case to the extent permitted by applicable law, and except in each case to the extent that any written amendment, settlement, compromise, waiver or release expressly modifies or terminates the obligations of such Grantor.

Lien Absolute. All The Pledgor shall not be released from its obligations of each Grantor hereunder, shall be absolute and unconditional irrespective hereunder by reason of: : (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Obligations; ; (b) any lack of validity or enforceability relating to or against Borrowersthe Initial Borrower, any other Loan Party the Pledgor or any other guarantor of any of the ObligationsPerson, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, or any applicable Law purporting to prohibit the payment by Borrowers, any other Loan Party or any other guarantor of the Obligations Initial Borrower of the principal of or interest on the Obligations; ; (c) any modification or amendment of or supplement to the Credit Agreement Agreement, any other Loan Document or any other Loan Document; agreement or instrument governing or evidencing any Obligations; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any Obligations, including any increase or decrease in the rate of interest thereon; ; (e) any change in the corporate legal existence, structure or ownership of the BorrowersInitial Borrower, any other Loan Party the Pledgor or any other guarantor of any of the ObligationsPerson, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowersthe Initial Borrower, any other Loan Party the Pledgor or any other guarantor of the ObligationsPerson, or any of their assets or any resulting release of or discharge of any obligation Obligation of Borrowersthe Initial Borrower, any other Loan Party the Pledgor or any other guarantor or any of the Obligations; Person; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document Document, the Obligations or any other agreement or instrument governing or evidencing any Obligations; ; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of the Initial Borrower, the Pledgor or any Grantorother Person; or or (h) any other act or omission to act or delay of any kind by Borrowers, any other Loan Party, any other guarantor of the ObligationsInitial Borrower, the Administrative Pledgor, the Collateral Agent, any Lender Lender, other Secured Party or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantorthe Pledgor’s obligations hereunder; except in each case to the extent that any written amendment, settlement, compromise, waiver or release entered into with the Collateral Agent expressly terminates the obligations of the Pledgor hereunder.

Lien Absolute. All obligations of each No Grantor hereunder, that is a Guarantor shall be absolute and unconditional irrespective released from its obligations hereunder by reason of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Parity Lien Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Parity Lien Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Parity Lien Obligations; (b) any lack of validity or enforceability relating to or against Borrowersthe Company, any other Loan Party Grantor or any other guarantor of any of the Parity Lien Obligations, for any reason related to the Credit AgreementIndenture, any other Loan Note Document or any other agreement or instrument governing or evidencing any Parity Lien Obligations, or any applicable Law Laws purporting to prohibit the payment by Borrowersthe Company, any other Loan Party Grantor or any other guarantor of the Parity Lien Obligations of the principal of or interest on the Parity Lien Obligations; (c) any modification or amendment of or supplement to the Credit Agreement Indenture or any other Loan Note Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Parity Lien Obligations, or any other amendment or waiver of or any consent to any departure from the Credit AgreementIndenture, any other Loan Note Document or any other agreement or instrument governing or evidencing any Parity Lien Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the BorrowersCompany, any other Loan Party Grantor or any other guarantor of any of the Parity Lien Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowersthe Company, any other Loan Party Grantor or any other guarantor of the Parity Lien Obligations, or any of their assets or any resulting release of or discharge of any obligation of Borrowersthe Company, any other Loan Party Grantor or any other guarantor or any of the Parity Lien Obligations; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Note Document or Parity Lien Obligations; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit AgreementParity Lien Obligations, any other Loan Note Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any GrantorGuarantor; or (h) any other act or omission to act or delay of any kind by Borrowersthe Company, any other Loan PartyGrantor, any other guarantor of the Parity Lien Obligations, the Administrative Collateral Agent, any Lender Holder or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any GrantorGuarantor’s obligations hereunder; except in each case to the extent that any written amendment, settlement, compromise, waiver or release expressly modifies or terminates the obligations of such Grantor.

Lien Absolute. All obligations of each Grantor hereunder, hereunder shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the Notes Obligations, by operation of law or otherwise, or any obligation of any other guarantor of any of the Notes Obligations, or any default, failure or delay, willful or otherwise, in the payment or performance of the Notes Obligations; (b) any lack of validity or enforceability relating to or against Borrowers, any other Loan Party Grantor or any other guarantor of any of the Notes Obligations, for any reason related to the Credit Note Purchase Agreement, any other Loan Notes Document or any other agreement or instrument governing or evidencing any Notes Obligations, or any applicable Law law purporting to prohibit the payment by Borrowers, any other Loan Party Grantor or any other guarantor of the Notes Obligations of the principal of or interest on the Notes Obligations; (c) any modification or amendment of or supplement to the Credit Note Purchase Agreement or any other Loan Notes Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Notes Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Note Purchase Agreement, any other Loan Notes Document or any other agreement or instrument governing or evidencing any Notes Obligations, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the Borrowers, any other Loan Party Grantor or any other guarantor of any of the Notes Obligations, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowers, any other Loan Party Grantor or any other guarantor of the Notes Obligations, or any of their assets or any resulting release of or discharge of any obligation of Borrowers, any other Loan Party Grantor or any other guarantor or any of the Notes Obligations; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Notes Document or Notes Obligations; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Note Purchase Agreement, any other Loan Notes Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any Grantor; or (h) any other act or omission to act or delay of any kind by Borrowers, any other Loan Party, Grantor or any other guarantor of the Notes Obligations, the Administrative AgentNoteholder Representative, any Lender Noteholder or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantor’s obligations hereunder.;

Lien Absolute. All obligations of each Grantor hereunder, shall be absolute and unconditional irrespective of: (a) any extension, renewal, settlement, compromise, waiver or release in respect of any of the ObligationsIndebtedness, by operation of law or otherwise, or any obligation of any other guarantor of any of the ObligationsIndebtedness, or any default, failure or delay, willful or otherwise, in the payment or performance of the ObligationsIndebtedness; (b) any lack of validity or enforceability relating to or against Borrowersthe Borrower, any other Loan Party Subsidiary or any other guarantor of any of the ObligationsIndebtedness, for any reason related to the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, or any applicable Law Governmental Requirements purporting to prohibit the payment by Borrowersthe Borrower, any other Loan Party Subsidiary or any other guarantor of the Obligations Indebtedness of the principal of or interest on the ObligationsIndebtedness; (c) any modification or amendment of or supplement to the Credit Agreement or any other Loan Document; (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the ObligationsIndebtedness, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument governing or evidencing any ObligationsIndebtedness, including any increase or decrease in the rate of interest thereon; (e) any change in the corporate existence, structure or ownership of the BorrowersBorrower, any other Loan Party Subsidiary or any other guarantor of any of the ObligationsIndebtedness, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting Borrowersthe Borrower, any other Loan Party Subsidiary or any other guarantor of the ObligationsIndebtedness, or any of their assets or any resulting release of discharge of any obligation of Borrowersthe Borrower, any other Loan Party Subsidiary or any other guarantor or any of the ObligationsIndebtedness; (f) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure or otherwise affect any term of any Loan Document or ObligationsIndebtedness; (g) any other setoff, defense or counterclaim whatsoever (in any case, whether based on contract, tort or any other theory) with respect to the Credit Agreement, any other Loan Document, any other agreement or instrument or the transactions contemplated thereby which might constitute a legal or equitable defense available to, or discharge of any Grantor; or (h) any other act or omission to act or delay of any kind by Borrowersthe Borrower, any other Loan PartySubsidiary, any other guarantor of the ObligationsIndebtedness, the Administrative AgentSecured Party, any Lender Secured Creditor or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of any Grantor’s 's obligations hereunder.