Nature of the Obligations Sample Clauses
The "Nature of the Obligations" clause defines the character and extent of the commitments each party undertakes under the agreement. It typically clarifies whether the obligations are absolute, conditional, or subject to best efforts, and may specify if they are joint, several, or joint and several in nature. For example, it might state that parties must use reasonable care in performing their duties or that certain obligations are ongoing throughout the contract term. This clause ensures all parties have a clear understanding of their responsibilities, reducing the risk of disputes over the interpretation or fulfillment of contractual duties.
Nature of the Obligations. The Company shall not be obligated to file any claim relating to the Obligations in the event that MergerCo becomes subject to a bankruptcy, reorganization or similar proceeding, and the failure of the Company to so file shall not affect the Investor’s obligations hereunder. In the event that any payment to the Company hereunder is rescinded or must otherwise be returned for any reason whatsoever, the Investor shall remain liable hereunder with respect to its Merger Agreement Obligations as if such payment had not been made (subject to the terms hereof). This is an unconditional guarantee of payment and not of collectibility.
Nature of the Obligations. The Company shall not be obligated to file any claim relating to the Obligations in the event that Parent or Sub become subject to a bankruptcy, reorganization or similar proceeding, and the failure of the Company to so file shall not affect the Investor’s obligations hereunder. In the event that any payment to the Company hereunder is rescinded or must otherwise be returned for any reason whatsoever, the Investor shall remain liable hereunder with respect to the Merger Agreement Obligations as if such payment had not been made (subject to the terms hereof). This is an unconditional guarantee of payment and not of collectability.
Nature of the Obligations. In the performance of the diligence and services stipulated, the service provider and the contractor undertake to make their best efforts and to comply with best practice. It is expressly agreed that the present obligation is one only of due care.
Nature of the Obligations. Each of the Obligations of the Grantor is indivisible.
Nature of the Obligations. The obligations of Nalcor hereunder are absolute, present, continuing and irrevocable and shall be performed on a timely basis strictly in accordance with the provisions of this Agreement.
Nature of the Obligations. Each Debtor is jointly and severally liable for each and every Obligation. Each Debtor consents that, without the necessity of any reservation of rights against it and without notice to or further assent by it, the obligations and liabilities of each Debtor and any other party or parties for or upon any of the obligations of any Affiliate of each Debtor, or any collateral security or guaranty therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, modified, accelerated, compromised or released by Lender; all as Lender may deem advisable from time to time without impairing, abridging, releasing or affecting the obligations set forth in this Section 2.7.
Nature of the Obligations. Except as expressly provided herein, the obligations of Ambac under this Policy are irrevocable, absolute and unconditional.
Nature of the Obligations. The obligations of LKI hereunder shall be absolute and unconditional irrespective of:
(i) any lack of validity or enforceability or the discharge (by any Person, including a trustee in bankruptcy) of the Guaranteed Obligations, this Agreement, or any document or any other agreement or instrument relating hereto;
(ii) any acceptance, release or amendment or waiver of, or consent to, departure from, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, Consignor, Consignee, or any other Person;
(iii) any failure to obtain any authorization or approval from or other action by, or to notify or file with, any Governmental Authority required in connection with the performance of such obligations by Consignee or LKI;
(iv) any time, forbearance, extension or waiver granted to, or composition or compromise with, Consignor, Consignee, LKI, or any other Person;
(v) any disability, incapacity or lack of powers, authority or legal personality of or dissolution or change in the members or status of Consignor, Consignee, LKI, or any other Person;
(vi) any avoidance, postponement, discharge, reduction, non-provability, or other similar circumstance affecting any obligation of the Consignee under this Agreement resulting from any bankruptcy, insolvency, receivership, liquidation or dissolution proceedings or other Applicable Law; or
(vii) any impossibility or impracticality of performance, illegality, force majeure, any act of any Governmental Authority or any other circumstance which might constitute a legal or equitable defense available to, or a discharge of LKI, or any other circumstance, event or happening whatsoever, whether foreseen or unforeseen and whether similar or dissimilar to anything referred to above in this Agreement.
Nature of the Obligations. The obligations assumed by the Managers hereunder are divisible and joint but not several; therefore, they shall not be jointly and severally liable vis-à-vis the Company. Under no circumstances shall any of the Managers be held liable for any default incurred by any other Manager(s).
Nature of the Obligations. The Company shall not be obligated to file any claim relating to the Parent Termination Fee or the Parent Financing Termination Fee in the event that Parent becomes subject to a bankruptcy, reorganization or similar proceeding, and the failure of the Company to so file shall not affect the Fund’s obligations hereunder. If any payment to the Company hereunder is rescinded or must otherwise be returned for any reason whatsoever, the Fund shall remain liable hereunder with respect to the Parent Termination Fee or the Parent Financing Termination Fee as if such payment had not been made (subject to the terms hereof). This is an unconditional guarantee of payment and not of collectibility.