Participation Obligations Unconditional Sample Clauses
The 'Participation Obligations Unconditional' clause establishes that a party's duty to participate in a specified activity or process is absolute and not contingent on any external factors or conditions. In practice, this means that once a party has agreed to participate—such as in a financing round, a joint venture, or a collaborative project—they must fulfill their participation requirements regardless of changes in circumstances or the actions of other parties. This clause ensures certainty and reliability by preventing parties from withdrawing or delaying their involvement based on unmet conditions, thereby reducing the risk of disruption or non-performance.
Participation Obligations Unconditional. (a) Each Lender’s obligation to make available to the Administrative Agent for the account of the Swing Line Lender the amount of its participation interest in all Swing Line Loans as provided in Section 2.4.3 shall be absolute and unconditional and shall not be affected by any circumstance, including (i) any set-off, counterclaim, recoupment, defense or other right which such Lender may have against the Swing Line Lender or any other Person, (ii) the occurrence or continuance of an Event of Default or Unmatured Event of Default, (iii) any adverse change in the condition (financial or otherwise) of the Company or any Subsidiary thereof, (iv) any termination of the Commitments or (v) any other circumstance, happening or event whatsoever.
(b) Notwithstanding the provisions of clause (a) above, no Lender shall be required to purchase a participation interest in any Swing Line Loan if, prior to the making by the Swing Line Lender of such Swing Line Loan, the Swing Line Lender received written notice specifying that one or more of the conditions precedent to the making of such Swing Line Loan were not satisfied and, in fact, such conditions precedent were not satisfied at the time of the making of such Swing Line Loan.
Participation Obligations Unconditional. (1) Each Bank's obligation to make Loans pursuant to Section 2.16 and/or to purchase participation interests in Swing Line Loans pursuant to Section 2.17 shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including (i) any set-off, counterclaim, recoupment, defense or other right which such Bank may have against the Swing Line Bank, the Company or any other Person for any reason whatsoever; (ii) the occurrence or continuance of an Event of Default or Unmatured Event of Default; (iii) any adverse change in the condition (financial or otherwise) of the Company or any other Person; (iv) any breach of this Agreement or any other Loan Document by the Company or any other Person; (v) any inability of the Company to satisfy the conditions precedent to borrowing set forth in this Agreement on the date upon which any such Loan is to be made or any participation interest therein is to be purchased; or (vi) any other circumstance, happening or event whatsoever, whether or not similar to any of the foregoing.
(2) Notwithstanding the provisions of subsection 2.18(a), no Bank shall be required to make any Loan to the Company to refund a Swing Line Loan pursuant to Section 2.16 or to purchase a participation interest in a Swing Line Loan pursuant to Section 2.17 if, prior to the making by the Swing Line Bank of such Swing Line Loan, the Swing Line Bank received written notice from any Bank specifying that such Bank believed in good faith that one or more of the conditions precedent to the making of such Swing Line Loan were not satisfied and, in fact, such conditions precedent were not satisfied at the time of the making of such Swing Line Loan; provided that the obligation of such Bank to make such Loans and to purchase such participation interests shall be reinstated upon the earlier to occur of (i) the date on which such Bank notifies the Swing Line Bank that its prior notice has been withdrawn and (ii) the date on which all conditions precedent to the making of such Swing Line Loan have been satisfied (or waived by the Majority Banks or all Banks, as applicable).
Participation Obligations Unconditional. (a) Each Bank's obligation to make available to the Agent for the account of the Swing Line Bank the amount of its participation interest in all Swing Line Loans as provided in SECTION 2.
Participation Obligations Unconditional. 33 2.21 Conditions to Swing Line Loans.................................................................34 2.22 Appointment of Borrower Representative.........................................................34
Participation Obligations Unconditional. Each Lender’s obligation to make available to the Swing Lender the amount of its participation interest in Swing Loans as provided in Section 2.5.5 shall be absolute and unconditional and shall not be affected by any circumstance, including (i) any set-off, counterclaim, recoupment, defense or other right that such Lender may have against the Swing Lender or any other Person, (ii) the occurrence or continuance of an Event of Default or Potential Default, (iii) any adverse change in the condition (financial or otherwise) of any Borrower or any Subsidiary, (iv) any termination of the Commitments or (v) any other circumstance, happening or event whatsoever.
Participation Obligations Unconditional. Each Revolving Lender's obligation to make available to the Agent for the account of the Fronting Lender the amount of its participation interest in all Swing Line Loans as provided in Section 2.8.2 shall be absolute and unconditional and shall not be affected by any circumstance, including (i) any set-off, counterclaim, recoupment, defense or other right that such Revolving Lender may have against the Fronting Lender or any other Person, (ii) the occurrence or continuance of an Event of Default or Unmatured Event of Default, (iii) any adverse change in the condition (financial or otherwise) of the Company or any Subsidiary thereof, (iv) any termination of the Commitments, (v) whether or not the conditions specified in Section 10 have been satisfied or (vi) any other circumstance, happening or event whatsoever.
Participation Obligations Unconditional. Each Bank’s obligation in accordance with this Agreement to make the Revolving Loans or L/C Advances, as contemplated by this Section 2.3, as a result of a drawing under a Letter of Credit, shall be absolute and unconditional and without recourse to the Issuing Bank and shall not be affected by any circumstance, including (a) any set-off, counterclaim, recoupment, defense or other right which such Bank may have against the Issuing Bank, the Company or any other Person for any reason whatsoever; (b) the occurrence or continuance of an Event of Default, an Unmatured Event of Default or a Material Adverse Effect; or (c) any other circumstance, happening or event whatsoever, whether or not similar to any of the foregoing; provided that each Bank’s obligation to make Revolving Loans under this Section 2.3 is subject to the conditions set forth in Section 11.2.
Participation Obligations Unconditional. (a) Each U.S. Bank's --------------------------------------- obligation to make available to the U.S. Agent for the account of the Issuing Bank the amount of its participation interest in any payment or disbursement under Letter of Credit shall be absolute and unconditional and shall not be affected by any circumstance, including (i) any set-off, counterclaim, recoupment, defense or other right which such U.S. Bank may have against the Issuing Bank or any other Person, (ii) the occurrence or continuance of an Event of Default or Unmatured Event of Default, (iii) any adverse change in the condition (financial or otherwise) of the Company or any Subsidiary thereof, (iv) any termination of the Commitments or (v) any other circumstance, happening or event whatsoever.
(b) Notwithstanding the provisions of clause (a) above, no U.S. Bank ---------- shall be required to purchase a participation interest in any Letter of Credit if (i) prior to the issuance of such Letter of Credit, the Issuing Bank received written notice specifying that one or more of the conditions precedent to the issuance of such Letter of Credit were not satisfied and, in fact, such conditions precedent were not satisfied at the time of the issuance of such Letter of Credit or (ii) at the time of the issuance of such Letter of Credit, the Issuing Bank had knowledge of any default in the payment of any principal, interest or fees to be paid to either Agent for the account of the applicable Banks.
Participation Obligations Unconditional. 45 9.11 Order and Proration of Payments..................................................45 -ii-
Participation Obligations Unconditional. (a) Each Bank's obligation --------------------------------------- to make available to the Agent for the account of the Swing Line Bank the amount of its participation interest in all Swing Line Loans as provided in Section -------