PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicable, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 3 contracts
Sources: Pledge Agreement (Easylink Services Corp), Pledge Agreement (Easylink Services Corp), Pledge Agreement (Easylink Services Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Collateral Agent or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Collateral Agent or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 3 contracts
Sources: Pledge Agreement, Pledge Agreement (CURO Group Holdings Corp.), Pledge Agreement (CURO Group Holdings Corp.)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any Secured Debt Agreement (other action or inaction under or than this Agreement in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations accordance with its terms) or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement (other than a waiver, consent or extension with respect to this Agreement in accordance with its terms); (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Pledge Agreement (Dominos Inc), Pledge Agreement (Dominos Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement any such agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred this Agreement (other than a waiver, consent or extension with respect to therein or any assignment or transfer of any thereof; this Agreement in accordance with its terms);
(b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: u.s. Pledge Agreement (Williams Scotsman International Inc), u.s. Pledge Agreement (Williams Scotsman Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under subject to the provisions of Section 1920) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Pledge Agreement (Quality Distribution Inc), Pledge Agreement (Consolidated Container Co LLC)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The Except as otherwise provided in Section 18 hereof, the obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Secured Debt Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (b) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument or this Agreement; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (e) any limitation on any other Pledgor’s liability or obligations under this Agreement or under any other Secured Debt Document or any invalidity or unenforceability, in whole or in part, of this Agreement or any other Secured Debt Document or any term thereof; or (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the such Pledgor or any other Person, as applicableSubsidiary of such Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Senior Unsecured Term Loan Agreement (LaSalle Hotel Properties), Senior Unsecured Credit Agreement (LaSalle Hotel Properties)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each ------------------------------------ Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement any such agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred this Agreement (other than a waiver, consent or extension with respect to therein or any assignment or transfer of any thereof; this Agreement in accordance with its terms);
(b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Pledge Agreement (Dominos Pizza Government Services Division Inc), Pledge Agreement (Dominos Pizza Government Services Division Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Loan Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document (as defined in the Credit Agreementaccordance with its terms), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolutiondis- solution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicablePledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Bridge Loan Agreement, Pledge Agreement
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 22 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Loan Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this Agreement, the Credit Agreement (other than a waiver consent or any other Loan Document extension with respect to this Agreement in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableRestricted Subsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Abl Credit Agreement (Ciena Corp), Security Agreement and Pledge Agreement (Ciena Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement or release of Collateral pursuant to Section 18 hereof), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent, extension, indulgence or other action or inaction with respect to this Agreement or any other Loan Document (as defined in the Credit Agreementaccordance with its terms), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Pledge Agreement (TAL International Group, Inc.), Pledge Agreement (TAL International Group, Inc.)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 22 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this Agreement, the Credit Agreement (other than a waiver consent or any other Loan Document extension with respect to this Agreement in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Abl Credit Agreement (Ciena Corp), Pledge Agreement (Ciena Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement any such agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred this Agreement (other than a waiver, consent or extension with respect to therein or any assignment or transfer of any thereof; this Agreement in accordance with its terms);
(b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Hypothecation Agreement (Directv Holdings LLC), Hypothecation Agreement (Directv Group Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each ------------------------------------ Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under subject to Section 193.23 hereof) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Guaranteed Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Collateral Agent or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Collateral Agent or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary or Joint Venture of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Increasing Rate Note Purchase and Loan Agreement (Wyndham International Inc), Credit Agreement (Wyndham International Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreementthe Credit Documents, the Credit Agreement Interest Rate Protection or any other Loan Document (as defined in Other Hedging Agreements, the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations Seller Promissory Note or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (b) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Collateral Agent or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Collateral Agent or its assigneesassignee; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 2 contracts
Sources: Pledge Agreement (Coinmach Laundry Corp), Pledge Agreement (Coinmach Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), Transaction Documents or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), Transaction Documents or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the PledgeeSecured Party or any Participating Creditor, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees any assignee thereof or any acceptance thereof or any release of any security by the Pledgee Secured Party or its assigneesany Participating Creditor or any assignee thereof; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor Pledgor, the Borrower or any other Person, as applicablethe Parent, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; or (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Indenture Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Collateral Agent or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Collateral Agent or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. (a) The obligations Obligations of the each Pledgor under this Agreement shall be absolute absolute, unconditional and unconditional in accordance with its terms irrevocable and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise impaired or affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof or as otherwise provided in the Loan Documents), including, without limitation: :
(ai) the dissolution, termination of existence, winding up, bankruptcy, liquidation, insolvency, appointment of a receiver for all or any change in part of the time, place or manner of payment Property of, assignment for the benefit of creditors by, or in the commencement of any Insolvency Proceeding by or against, any of the other term of, all Pledgors or any of the Secured ObligationsSubsidiaries of any of the Pledgors;
(ii) the absorption, merger or consolidation of, or the effectuation of any other change whatsoever in the name, ownership, membership, constitution or place of organization or formation of, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from the Pledgors or any of their Subsidiaries;
(iii) any extension or postponement of the time for the payment of any of the Obligations of any of the Pledgors, the acceptance of any partial payment thereon, any and all other action or inaction under or indulgences whatsoever by any of the Secured Parties in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit AgreementPledgors, the taking, addition, substitution or release, in whole or in part, at any time or times, of any collateral or Liens securing any of the Obligations of any of the Pledgors, or any other Loan Document (as defined in the Credit Agreement)addition, substitution or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceabilityrelease, in whole or in part, of any such instrument Person or agreement Persons (including any of the Pledgors or any term thereof; (eSubsidiary Guarantors) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation primarily or other like proceeding relating to the Pledgor or any other Person, as applicable, or any action taken with secondarily liable in respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; Obligations of any of the Pledgors;
(fiv) any exchangeaction or delay in acting or failure to act on the part of any Secured Party under any of the Loan Documents or in respect of any Obligations of any of the Pledgors or any collateral or Liens securing any Obligations of any of the Pledgors or otherwise, release including (A) any action by any Secured Party to enforce any of its rights, remedies or nonperfection claims in respect of any collateral or Liens securing any Obligations of any of the Pledgors, (B) any failure by any Secured Party strictly or diligently to assert any rights or to pursue any remedies or claims against any of the Pledgors or any other Person or Persons under any of the Loan Documents or provided by statute or at law or in equity, (C) any failure by the Pledgee or by any other Secured Party to perfect or to preserve the perfection or priority of any of its Liens securing any of the Obligations of any of the Pledgors, or (D) any failure or refusal by the Pledgee or by any other Secured Party to foreclose or to realize upon any collateral or Liens securing any of the Obligations of any of the Pledgors, or to take any action to enforce any of its rights, remedies or claims under any of the Loan Documents;
(v) any modification or amendment of, or any supplement or addition to, any of the Loan Documents;
(vi) any waiver, consent or other action or acquiescence by the Pledgee or by any other Secured Party in respect of any default by any of the Pledgors in its performance or observance of or compliance with any term, covenant or condition contained in any of the Loan Documents;
(vii) the existence or creation at any time or times on or after the date of this Agreement of any claim, defense, right of set-off or counterclaim of any nature whatsoever of any Pledgor against any of the other Pledgors or Loan Parties or against any of the Secured Parties;
(viii) any incapacity or lack of authority of any Pledgor;
(ix) any of the Obligations of any of the Pledgors or any of the Loan Documents or any provision of any thereof or any of the Liens securing any of the Obligations of any of the Pledgors shall at any time and for any reason whatsoever cease to be in full force or effect with respect to any one or more of the Pledgors or shall be declared null and void or illegal, invalid, unenforceable or inadmissible in evidence in relation to any one or more of the Pledgors, or any of the Obligations of any one or more of the Pledgors or any Liens securing any of the Obligations of any one or more of the Pledgors shall be subject to avoidance, or shall be avoided, as a fraudulent transfer or fraudulent conveyance, whether prior to or after the commencement of any Insolvency Proceedings; or
(x) the existence of any other collateral, condition or circumstance or the occurrence of any release, other event or amendment condition that might otherwise constitute a legal or waiver equitable discharge of or consent a suretyship defense to departure performance by any Pledgor of any of its Obligations to any of the Secured Parties.
(b) Each Pledgor hereby absolutely, unconditionally and irrevocably waives, to the extent permitted under Applicable Law, all suretyship and other similar defenses to performance by such Pledgor of any of its Obligations to the Pledgee or to any of the other Secured Parties.
(c) This Agreement shall be effective as to and shall be enforceable by the Pledgee against each Pledgor from and after the execution and delivery by such Pledgor of a counterpart of this Agreement. The agreements and obligations of each Pledgor under this agreement are separate and independent from and in addition to the agreements and Obligations of each other Pledgor under the Guaranty Agreement and the other Collateral Documents and shall be enforceable by the Pledgee against each Pledgor notwithstanding (i) the failure of any guaranty other Pledgor party thereto to execute and deliver a counterpart of this Agreement or securitythe Guaranty Agreement, for (ii) the invalidity, unenforceability or inadmissibility in evidence of this Agreement or the Guaranty Agreement against any other Pledgor party thereto, (iii) the release by the Pledgee of all or any of the Secured Obligations; other Pledgors from all or any part of their Obligations under this Agreement or the Guaranty Agreement, or the release by the Pledgee of all or any part of the Collateral granted by all or any of the other Pledgors to the Pledgee under this Agreement or any of the other Collateral Documents, or (giv) any other circumstance which might otherwise constitute a defense available towaiver by the Pledgee of, or a discharge any consent by the Pledgee to any departure from, any of the agreements or Obligations of any other Pledgor under this Agreement or the Guaranty Agreement on any occasion or occasions, or any failure by the Pledgee to enforce any of the agreements or Obligations of any other Pledgor under this Agreement, any of the other Collateral Documents or the Guaranty Agreement on any occasion or occasions.
(d) Each of the Pledgors hereby absolutely, unconditionally and irrevocably assents to and waives notice of, the Pledgorand waives any defenses that it may otherwise have as a result of, any and all circumstances, occurrences and other matters specified in clauses (i) through (x) of paragraph (a) of this Section 17.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Credit Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from from, any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolutiondis-solu-tion, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge Agreement (RCN Corp /De/)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (except as provided under Section 18), including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Debt Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack waiver, consent, extension, indulgence or other action or inaction under or in respect of validity any Debt Document or enforceability of the Credit Agreement, other agreement or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement instrument referred to therein or any assignment or transfer of any thereofincluding, without limitation, this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Collateral Agent or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Collateral Agent or its assigneesassignee (except as provided under Section 18); (div) any limitation on any party's liability or obligations under any such Debt Document or other instrument or agreement referred to therein or any invalidity or unenforceability, in whole or in part, of any such Debt Document or other instrument or agreement referred to therein or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableIssuer, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Stock Pledge Agreement (Southern Star Central Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Loan Agreement or any other Loan Document (as defined in the Credit Loan Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Loan Agreement, or any other Loan Document (as defined in the Credit Loan Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in partparty, of any such instrument or agreement or any term thereof; (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other PersonPledgor, as applicable, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge Agreement (HydroGen CORP)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), Transaction Documents or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), Transaction Documents or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the PledgeeSecured Party or any Participating Creditor, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees any assignee thereof or any acceptance thereof or any release of any security by the Pledgee Secured Party or its assigneesany Participating Creditor or any assignee thereof; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicablethe Borrower, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; or (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument or this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (ev) any limitation on any other Pledgor's liability or obligations under this Agreement or under any other Secured Debt Agreement or any invalidity or unenforceability, in whole or in part, of this Agreement or any other Secured Debt Agreement or any ten-n thereof; or (vi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the such Pledgor or any other Person, as applicableSubsidiary of such Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document (as defined in the Credit Agreementaccordance with its terms), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Short Term Credit Agreement (CURO Group Holdings Corp.)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (except the indefeasible payment in full in cash of all Obligations), including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Credit Agreement (Doubletree Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof or, with respect to a specific Pledgor, release of such Pledgor pursuant to Section 31 hereof), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Credit Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document (as defined in the Credit Agreementaccordance with its terms), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Term Loan Credit Agreement (Performance Sports Group Ltd.)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations obli gations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, dischargeddis charged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addi tion or supplement to or deletion from or any other action or inaction under or in respect of this Agreementthe Credit Documents, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations Interest Rate Protection Agreements or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (b) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement; (c) any furnishing of any additional addi tional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance accep tance thereof or any release of any security by the Pledgee or its assigneesassignee; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity in validity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (e) any bankruptcybank ruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiverre ceiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, whatsoever (except full payment of all Secured Obligations) including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from from, the Note or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or document relating to any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (b) any lack waiver, consent, extension, indulgence or other action or inaction under or in respect of validity any such instrument or enforceability agreement or this Agreement or any exercise or non-exercise of any right, remedy, power or privilege under or in respect of this agreement or the Note or any document relating to any of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereofSecured Obligations; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release sale, exchange, release, surrender or realization of or upon any security by the Pledgee Pledgee; or its assignees; (d) any limitation on any party's liability invalidity, irregularity or obligations under any such instrument unenforceability of all or agreement part of the Secured Obligations or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or security therefor. Pledgor specifically waives and covenants not to assert any term thereof; (e) any bankruptcyrights and claims to require Pledgee to mar▇▇▇▇▇ ▇▇y assets, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableliens, or parties liable in respect of the Secured Obligations, and agrees that Pledgee may enforce rights and proceed against the Collateral, and any action taken with respect to this Agreement by any trustee or receiverof the other assets, liens, Pledgor, guarantor(s), or by any court, parties liable in any such proceeding, whether or not the Pledgor shall have notice or knowledge respect of any of the foregoing; (f) Secured Obligations in any exchangeorder or sequence, release or nonperfection of any other collateralall as Pledgee may elect in his sole, or any releaseabsolute, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgorand uncontrolled discretion.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document (as defined in the Credit Agreementaccordance with its terms), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees it assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement or release of Collateral pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Shareholder Pledge Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: limitation any of the following (awhether or not the Pledgor consents thereto or has notice thereof): (i) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other Secured Obligations or any documents, instruments or agreements relating to the Secured Obligations or any other instrument assignment or agreement referred transfer of any thereof, (ii) any lack of validity or enforceability of any of the Secured Obligations or any documents, instruments or agreements relating to therein any of the Secured Obligations or any assignment or transfer of any thereof; , (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, any Secured Party for the benefit any of the Pledgee and/or the Bank Product Providers; Secured Obligations, or its assignees assignees, or any acceptance thereof or any release of any other security for any of the Secured Obligations by the Pledgee or its assignees; any Secured Party, (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (eiv) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicablethe Company, or any action taken with respect to this Shareholder Pledge Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; , (fv) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; , (vi) the failure of any Secured Party to assert any claim or demand or to enforce any right or remedy in respect of any of the Secured Obligations against the Company or any other Credit Party under the provisions of the Financing Documents or otherwise, or (gvii) any other circumstance act or failure to act by any Secured Party which might otherwise constitute a defense available to, or a discharge of, may adversely affect the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch Secured Debt Agreement or other agreement or instrument including, without limitation, this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; foregoing (f) any exchangeit being understood that the enforcement hereof may be limited by applicable bankruptcy, release insolvency, reorganization, moratorium or nonperfection other similar rights generally affecting creditors' rights and by equitable principles (regardless of any other collateral, whether enforcement is sought in equity or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgorat law)).
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (b) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument or this Agreement; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (e) any limitation on any other Pledgor's liability or obligations under this Agreement, the Guaranty or any other Loan Document or any invalidity or unenforceability, in whole or in part, of this Agreement, the Guaranty or any other Loan Document or any term thereof; or (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the such Pledgor or any other Person, as applicableSubsidiary of such Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge and Security Agreement (Felcor Lodging Trust Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional and (except as provided in accordance with its terms and Section 18 hereof) shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (b) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument or this Agreement, the Credit Agreement or any other Loan Document ;
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the such Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any and circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 9 hereof), including, including without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Document (other than this Agreement to the limited extent of such renewal, extension, amendment, modification, addition or supplement made in accordance with the terms of this Agreement), or any other instrument or agreement referred to herein or therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined other than a waiver, consent or extension with respect to this Agreement to the limited extent thereof made in accordance with the Credit terms of this Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; ;
(b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Pledgee, or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicablePledgor, or any action taken with respect to this Agreement or any other Document or agreement by any trustee or receiver, ; or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement any such agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred this Agreement (other than a waiver, consent or extension with respect to therein or any assignment or transfer of any thereof; this Agreement in accordance with its terms);
(b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, the Bankruptcy Courts in any such proceedingthe Cases, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 22 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this NEWYORK 9251668 (2K) Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this Agreement, the Credit Agreement (other than a waiver consent or any other Loan Document extension with respect to this Agreement in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge Agreement (Ciena Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument or this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; 7 78 or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (ev) any limitation on any other Pledgor's liability or obligations under this Agreement or under any other Secured Debt Agreement or any invalidity or unenforceability, in whole or in part, of this Agreement or any other Secured Debt Agreement or any term thereof; or (vi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the such Pledgor or any other Person, as applicableSubsidiary of such Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Short Term Revolving Credit Agreement (Foster Wheeler Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (except the indefeasible payment in full in cash of all Obligations), including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any partyPerson's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof or, with respect to a specific Pledgor, release of such Pledgor pursuant to Section 31), including, without limitation: :
(ai) any renewal, extension, amendment or modification of, or addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any change in the time, manner or place or manner of payment of, or in any other term of, of all or any of the Secured Obligations, or any waiver, indulgence, renewalconsent, extension, amendment indulgence or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or Table of Contents
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. (a) The obligations Obligations of the Pledgor under this Agreement shall be absolute absolute, unconditional and unconditional in accordance with its terms irrevocable and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise impaired or affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to SECTION 19 hereof), including, without limitation: :
(ai) the dissolution, termination of existence, winding up, bankruptcy, liquidation, insolvency, appointment of a receiver for all or any change in part of the time, place or manner of payment Property of, assignment for the benefit of creditors by, or in the commencement of any other term ofBankruptcy or Insolvency Proceeding by or against, all the Pledgor or any of the Secured Subsidiaries of the Pledgor;
(ii) the absorption, merger or consolidation of, or the effectuation of any other change whatsoever in the name, ownership, membership, constitution or place of organization or formation of, the Pledgor or any of its Subsidiaries;
(iii) any extension or postponement of the time for the payment of any of the Obligations, the acceptance of any waiverpartial payment thereon, indulgence, renewal, extension, amendment or modification any and all other indulgences whatsoever by any of or addition, consent or supplement to or deletion from or any other action or inaction under or the Secured Creditors in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documentsObligations, instruments the taking, addition, substitution or agreements relating to the Secured Obligations release, in whole or in part, at any other instrument time or agreement referred to therein or any assignment or transfer times, of any thereof; (b) collateral or Liens securing any lack of validity or enforceability of the Credit AgreementObligations, or any other Loan Document (as defined in the Credit Agreement)addition, substitution or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceabilityrelease, in whole or in part, of any such instrument Person or agreement Persons primarily or secondarily liable in respect of any of the Obligations of the Pledgor;
(iv) any action or delay in acting or failure to act on the part of any Secured Creditor under any Loan Documents or in respect of any Obligations of the Pledgor or any term thereof; collateral or Liens securing any Obligations of the Pledgor or otherwise, including (eA) any bankruptcyaction by any Secured Creditor to enforce any of its rights, insolvencyremedies or claims in respect of any collateral or Liens securing any Obligations of the Pledgor, reorganization, composition, adjustment, dissolution, liquidation (B) any failure by any Secured Creditor strictly or other like proceeding relating diligently to assert any rights or to pursue any remedies or claims against the Pledgor or any other PersonPerson or Persons under any of the Loan Documents or provided by statute or at law or in equity, as applicable(C) any failure by the Pledgee or by any other Secured Creditor to perfect or to preserve the perfection or priority of any of its Liens securing any of the Obligations of the Pledgor, or (D) any failure or refusal by the Pledgee or by any other Secured Creditor to foreclose or to realize upon any collateral or Liens securing any of the Obligations of the Pledgor, or to take any action to enforce any of its rights, remedies or claims under any Loan Documents;
(v) any modification or amendment of, or any supplement or addition to, any of the Loan Documents;
(vi) any waiver, consent or other action taken with respect to this Agreement or acquiescence by any trustee or receiver, the Pledgee or by any court, other Secured Creditor in respect of any such proceeding, whether or not default by the Pledgor shall have notice in its performance or knowledge observance of or compliance with any term, covenant or condition contained in any of the foregoing; Loan Documents;
(fvii) the existence or creation at any time or times on or after the date of this Agreement of any claim, defense, right of set-off or counterclaim of any nature whatsoever of the Pledgor against any of its Subsidiaries or against any of the Secured Creditors;
(viii) any exchange, release incapacity or nonperfection lack of authority of the Pledgor;
(ix) any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all the Obligations of the Pledgor or any of the Secured ObligationsLoan Documents or any provision of any thereof or any of the Liens securing any of the Obligations of the Pledgor shall at any time and for any reason whatsoever cease to be in full force or effect with respect to the Pledgor or shall be declared null and void or illegal, invalid, unenforceable or inadmissible in evidence in relation to the Pledgor, or any of the Obligations of the Pledgor or any Liens securing any of the Obligations of the Pledgor shall be subject to avoidance, or shall be avoided, as a fraudulent transfer or fraudulent conveyance, whether prior to or after the commencement of any Insolvency Proceedings; or or
(gx) the existence of any other condition or circumstance which or the occurrence of any other event or condition that might otherwise constitute a defense available to, legal or equitable discharge of or a discharge suretyship defense to performance by the Pledgor of any of its Obligations to any of the Secured Creditors.
(b) THE PLEDGOR HEREBY ABSOLUTELY, UNCONDITIONALLY AND IRREVOCABLY WAIVES ALL SURETYSHIP AND OTHER SIMILAR DEFENSES TO PERFORMANCE BY THE PLEDGOR OF ANY OF ITS OBLIGATIONS TO THE PLEDGEE OR TO ANY OF THE OTHER SECURED CREDITORS.
(c) This Agreement shall be effective as to and shall be enforceable by the Pledgee against the Pledgor from and after the execution and delivery by the Pledgor of a counterpart of this Agreement.
(d) The Pledgor hereby absolutely, unconditionally and irrevocably assents to and waives notice of, the Pledgorand waives any defenses that it may otherwise have as a result of, any and all circumstances, occurrences and other matters specified in CLAUSES (i) through (x) of PARAGRAPH (a) of this SECTION 17.
Appears in 1 contract
Sources: Pledge Agreement (Chiquita Brands International Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Secured Debt Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (ev) any limitation on any other Pledgor's liability or obligations under this Agreement, the Subsidiaries Guaranty, the Senior Note Subsidiaries Guaranty or any other Secured Debt Document or any invalidity or unenforceability, in whole or in part, of this Agreement, the Subsidiaries Guaranty, the Senior Note Subsidiaries Guaranty or any other Secured Debt Documents or any term thereof; or (vi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the such Pledgor or any other Person, as applicableSubsidiary of such Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Subsidiaries Pledge Agreement (Menasco Aerosystems Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than for the indefeasible payment in full in cash of all Obligations), including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge Agreement (Scot Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 1916 hereof) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term term, provision or condition of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under under, to or in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement)Promissory Note, or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement)Promissory Note, or any other documents, instruments or agreement agreements referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereofthereof (other than Pledgor or this Agreement); (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other PersonPledgor, as applicable, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the PledgorPledgor other than payment in full.
Appears in 1 contract
Sources: Pledge Agreement (Investview, Inc.)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement -------------------------- * Deleted as executed. 16 142 EXHIBIT G* to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. (a) The obligations Obligations of the each Pledgor under this Agreement shall be absolute absolute, unconditional and unconditional in accordance with its terms irrevocable and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise impaired or affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to SECTION 19 hereof), including, without limitation: :
(ai) the dissolution, termination of existence, winding up, bankruptcy, liquidation, insolvency, appointment of a receiver for all or any change in part of the time, place or manner of payment Property of, assignment for the benefit of creditors by, or in the commencement of any Insolvency Proceeding by or against, any of the other term of, all Pledgors or any of the Secured ObligationsSubsidiaries of any of the Pledgors;
(ii) the absorption, merger or consolidation of, or the effectuation of any other change whatsoever in the name, ownership, membership, constitution or place of organization or formation of, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from the Pledgors or any of their Subsidiaries;
(iii) any extension or postponement of the time for the payment of any of the Obligations of any of the Pledgors, the acceptance of any partial payment thereon, any and all other action or inaction under or indulgences whatsoever by any of the Secured Creditors in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit AgreementPledgors, the taking, addition, substitution or release, in whole or in part, at any time or times, of any collateral or Liens securing any of the Obligations of any of the Pledgors, or any other Loan Document (as defined in the Credit Agreement)addition, substitution or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceabilityrelease, in whole or in part, of any such instrument Person or agreement Persons (including any of the Pledgors or any term thereof; (eSubsidiary Guarantors) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation primarily or other like proceeding relating to the Pledgor or any other Person, as applicable, or any action taken with secondarily liable in respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; Obligations of any of the Pledgors;
(fiv) any exchangeaction or delay in acting or failure to act on the part of any Secured Creditor under any of the Secured Debt Agreements or in respect of any Obligations of any of the Pledgors or any collateral or Liens securing any Obligations of any of the Pledgors or otherwise, release including (A) any action by any Secured Creditor to enforce any of its rights, remedies or nonperfection claims in respect of any collateral or Liens securing any Obligations of any of the Pledgors, (B) any failure by any Secured Creditor strictly or diligently to assert any rights or to pursue any remedies or claims against any of the Pledgors or any other Person or Persons under any of the Secured Debt Agreements or provided by statute or at law or in equity, (C) any failure by the Pledgee or by any other Secured Creditor to perfect or to preserve the perfection or priority of any of its Liens securing any of the Obligations of any of the Pledgors, or (D) any failure or refusal by the Pledgee or by any other Secured Creditor to foreclose or to realize upon any collateral or Liens securing any of the Obligations of any of the Pledgors, or to take any action to enforce any of its rights, remedies or claims under any Secured Debt Agreements;
(v) any modification or amendment of, or any supplement or addition to, any of the Secured Debt Agreements;
(vi) any waiver, consent or other action or acquiescence by the Pledgee or by any other Secured Creditor in respect of any default by any of the Pledgors in its performance or observance of or compliance with any term, covenant or condition contained in any of the Secured Debt Agreements;
(vii) the existence or creation at any time or times on or after the date of this Agreement of any claim, defense, right of set-off or counterclaim of any nature whatsoever of any Pledgor against any of the other Pledgors or Credit Parties or against any of the Secured Creditors;
(viii) any incapacity or lack of authority of any Pledgor;
(ix) any of the Obligations of any of the Pledgors or any of the Secured Debt Agreements or any provision of any thereof or any of the Liens securing any of the Obligations of any of the Pledgors shall at any time and for any reason whatsoever cease to be in full force or effect with respect to any one or more of the Pledgors or shall be declared null and void or illegal, invalid, unenforceable or inadmissible in evidence in relation to any one or more of the Pledgors, or any of the Obligations of any one or more of the Pledgors or any Liens securing any of the Obligations of any one or more of the Pledgors shall be subject to avoidance, or shall be avoided, as a fraudulent transfer or fraudulent conveyance, whether prior to or after the commencement of any Insolvency Proceedings; or
(x) the existence of any other collateral, condition or circumstance or the occurrence of any release, other event or amendment condition that might otherwise constitute a legal or waiver equitable discharge of or consent a suretyship defense to departure performance by any Pledgor of any of its Obligations to any of the Secured Creditors.
(b) EACH PLEDGOR HEREBY ABSOLUTELY, UNCONDITIONALLY AND IRREVOCABLY WAIVES ALL SURETYSHIP AND OTHER SIMILAR DEFENSES TO PERFORMANCE BY SUCH PLEDGOR OF ANY OF ITS OBLIGATIONS TO THE PLEDGEE OR TO ANY OF THE OTHER SECURED CREDITORS.
(c) This Agreement shall be effective as to and shall be enforceable by the Pledgee against each Pledgor from and after the execution and delivery by such Pledgor of a counterpart of this Agreement. The agreements and obligations of each Pledgor under this agreement are separate and independent from and in addition to the agreements and Obligations of each other Pledgor hereunder and shall be enforceable by the Pledgee against each Pledgor notwithstanding
(i) the failure of any guaranty other Pledgor to execute and deliver a counterpart of this Agreement, (ii) the invalidity, unenforceability or securityinadmissibility in evidence of this Agreement against any other Pledgor, for (iii) the release by the Pledgee of all or any of the Secured Obligations; other Pledgors from all or any part of their Obligations under this Agreement, or the release by the Pledgee of all or any part of the Collateral granted by all or any of the other Pledgors to the Pledgee under this Agreement, or (giv) any other circumstance which might otherwise constitute a defense available towaiver by the Pledgee of, or a discharge any consent by the Pledgee to any departure from, any of the agreements or Obligations of any other Pledgor hereunder on any occasion or occasions, or any failure by the Pledgee to enforce any of the agreements or Obligations of any other Pledgor hereunder on any occasion or occasions.
(d) Each of the Pledgors hereby absolutely, unconditionally and irrevocably assents to and waives notice of, the Pledgorand waives any defenses that it may otherwise have as a result of, any and all circumstances, occurrences and other matters specified in CLAUSES (i) through (x) of PARAGRAPH (a) of this SECTION 17.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement or release of Collateral or any Pledgor, in each case, pursuant to SectionSections 22 and 34 hereof, as applicable), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Loan Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this Agreement, the Credit Agreement (other than a waiver consent or any other Loan Document extension with respect to this Agreement in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableRestricted Subsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.. A-(27)
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge Agreement (RCN Corp /De/)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and to the extent permitted by applicable law, shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than payment in full of the Obligations), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from this Agreement and any other Loan Documents, or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement any such agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any this Agreement except as expressly provided in such renewal, extension, amendment, modification, addition, supplement, assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; transfer;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Administrative Agent or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Administrative Agent or its assignees; assignee;
(d) any limitation on any party's Person’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the a Pledgor or any other Person, as applicableSubsidiary of a Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the a Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument or this Agreement, the Credit Agreement or any other Loan Document ;
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the such Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Loan Agreement or any other Loan Document (as defined in the Credit Financing Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Loan Agreement, or any other Loan Document (as defined in the Credit Financing Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in partparty, of any such instrument or agreement or any term thereof; (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other PersonPledgor, as applicable, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Senior Finance Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document (as defined in the Credit Agreementaccordance with its terms), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge Agreement (Wakefield Cable Communications LTD)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of this the Loan Agreement, the Credit Agreement or Note, any other Loan Document (as defined in the Credit Agreement)Financing Document, or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Loan Agreement, or any other Loan Document (as defined in the Credit Agreement)Financing Document, or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableof its Subsidiaries, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; or (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Loan Agreement (Cryolife Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from other Credit Documents or any other Secured Debt Agreement, or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement any such agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any this Agreement except as expressly provided in such renewal, extension, amendment, modification, addition, supplement, assignment or transfer of any thereof; transfer;
(b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any partyperson's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like link proceeding relating to the a Pledgor or any other Person, as applicableSubsidiary of a Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the a Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge Agreement (Safety Components International Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement any such agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred this Agreement (other than a waiver, consent or extension with respect to therein or any assignment or transfer of any thereof; this Agreement in accordance with its terms);
(b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: u.s. Pledge Agreement (Williams Scotsman of Canada Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement or release of Collateral pursuant to Section 18 hereof), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent, extension, indulgence or other action or inaction with respect to this Agreement or any other Loan Document (as defined in the Credit Agreementaccordance with its terms), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19. hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicablesubsidiary of the Pledgor (if any), or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The Prior to the Termination Date, the obligations of the each Pledgor under this Agreement Agreement, unless released pursuant to Section 19 or 32, shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, by any circumstance or occurrence whatsoever, including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from any Secured Debt Agreement or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof (except to the extent that any such modification expressly and directly relates to such Pledgor’s obligations under this Agreement); (ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Collateral Agent or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Collateral Agent or its assigneesassignee; (div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Facility Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document (as defined in the Credit Agreementaccordance with its terms), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Collateral Agent or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Collateral Agent or its assignees; assignee;
(d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolutiondis-solu-tion, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Secured Debt Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument or this Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; (div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (ev) any limitation on any other Pledgor's liability or obligations under this Agreement, the Guaranty or any other Credit Document or any invalidity or unenforceability, in whole or in part, of this Agreement, the Guaranty or any other Credit Document or any term thereof; or (vi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the such Pledgor or any other Person, as applicableSubsidiary of such Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge and Security Agreement (Starwood Hotel & Resorts Worldwide Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee (or as directed by the Secured Parties) or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge Agreement (Acco Brands Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Article XIX hereof), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Obligation Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement any such agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred this Agreement (other than a waiver, consent or extension with respect to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined this Agreement in the Credit Agreementaccordance with its terms), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Collateral Agent or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Collateral Agent or its assignees; assignee;
(d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (e) or any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicablePledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 19 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of this Agreement, the Credit Agreement any such agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred this Agreement (other than a waiver, consent or extension with respect to therein or any assignment or transfer of any thereof; this Agreement in accordance with its terms);
(b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assigneesassignee; 135
(div) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; thereof or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableSubsidiary of the Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Credit Agreement (Ceres Group Inc)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its the terms hereof and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations Loan Documents or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of this Agreement, the Credit Agreement, Agreement or any of the other Loan Document (as defined in the Credit Agreement), Documents or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (d) any furnishing of any additional security to the Administrative Agent or its assignees or any acceptance thereof or any release of any security by the Administrative Agent or its assignees; (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicablePledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, regardless of whether or not the Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any Lien on any other collateral, or any release, release or amendment or waiver of or consent to departure from any guaranty guarantee or security, for all or any of the Secured Obligations; or (g) any other circumstance which that might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Article 20 hereof), including, without limitation: :
(ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from from, any Secured Debt Agreement (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(ii) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document in accordance with its terms);
(as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Credit Agreement (Walter Investment Management Corp)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Pledge Agreement shall be be, to the fullest extent permitted by applicable Law, absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (ai) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent addition or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Transaction Document (as defined in the Credit Agreement), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein therein, or any assignment or transfer of any thereof; (bii) any lack of validity waiver, consent, extension, indulgence or enforceability of the Credit Agreement, other action or any other Loan Document (as defined inaction under or in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer respect of any thereofsuch agreement or instrument including, without limitation, this Pledge Agreement; (ciii) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; Trustee or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee Trustee or its assigneesassignee; (div) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or (ev) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the such Pledgor or any other Person, as applicableSubsidiary of such Pledgor, or any action taken with respect to this Pledge Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge and Security Agreement (Landmark Infrastructure Partners LP)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the each Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoeverwhatsoever (other than termination of this Agreement pursuant to Section 20), including, without limitation: :
(a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of of, or addition, consent addition or supplement to or deletion from any Senior Finance Document (other than this Agreement in accordance with its terms), or any other instrument or agreement referred to therein, or any assignment or transfer of any thereof;
(b) any waiver, consent, extension, indulgence or other action or inaction under or in respect of any such agreement or instrument including, without limitation, this AgreementAgreement (other than a waiver, the Credit consent or extension with respect to this Agreement or any other Loan Document (as defined in the Credit Agreementaccordance with its terms), or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement), or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; ;
(c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees assignee or any acceptance thereof or any release of any security by the Pledgee or its assignees; assignee;
(d) any limitation on any party's ’s liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; or
(e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the any Pledgor or any other Person, as applicableSubsidiary of any Pledgor, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the such Pledgor shall have notice or knowledge of any of the foregoing; (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Pledge Agreement (Wakefield Cable Communications LTD)
PLEDGORS’ OBLIGATIONS ABSOLUTE, ETC. The obligations of the Pledgor under this Agreement shall be absolute and unconditional in accordance with its terms and shall remain in full force and effect (except as otherwise provided herein under Section 19) without regard to, and shall not be released, suspended, discharged, terminated or otherwise affected by, any circumstance or occurrence whatsoever, including, without limitation: (a) any change in the time, place or manner of payment of, or in any other term of, all or any of the Secured Obligations, any waiver, indulgence, renewal, extension, amendment or modification of or addition, consent or supplement to or deletion from or any other action or inaction under or in respect of this Agreement, the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), any Note, any other Credit Document, or any of the other documents, instruments or agreements relating to the Secured Obligations or any other instrument or agreement referred to therein or any assignment or transfer of any thereof; (b) any lack of validity or enforceability of the Credit Agreement, or any other Loan Document (as defined in the Credit Agreement)Document, or any other documents, instruments or agreement referred to therein or any assignment or transfer of any thereof; (c) any furnishing of any additional security or collateral to the Pledgee, for the benefit of the Pledgee and/or the Bank Product Providers; or its assignees or any acceptance thereof or any release of any security by the Pledgee or its assignees; (d) any limitation on any party's liability or obligations under any such instrument or agreement or any invalidity or unenforceability, in whole or in part, of any such instrument or agreement or any term thereof; (e) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation or other like proceeding relating to the Pledgor or any other Person, as applicableof the Subsidiaries, or any action taken with respect to this Agreement by any trustee or receiver, or by any court, in any such proceeding, whether or not the Pledgor shall have notice or knowledge of any of the foregoing; or (f) any exchange, release or nonperfection of any other collateral, or any release, or amendment or waiver of or consent to departure from any guaranty or security, for all or any of the Secured Obligations; or (g) any other circumstance which might otherwise constitute a defense available to, or a discharge of, the Pledgor.
Appears in 1 contract
Sources: Stock Pledge and Security Agreement (Sci Systems Inc)