Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 5 contracts
Sources: Collateral Agreement, Collateral Agreement (Cec Entertainment Inc), Collateral Agreement (ADT, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Credit Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Credit Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 9.8 of the Credit Agreement, but without prejudice to reinstatement rights under Section 7.9 of the Credit Agreement, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 4 contracts
Sources: Second Lien Pledge and Security Agreement (Fusion Connect, Inc.), First Lien Pledge and Security Agreement (Fusion Connect, Inc.), First Lien Credit and Guaranty Agreement (Fusion Connect, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement DocumentAgreement, any Other First Lien the U.S. Intercreditor Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement DocumentAgreement, any Other First Lien the U.S. Intercreditor Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Obligations).
Appears in 3 contracts
Sources: Credit Agreement (Crown Holdings Inc), Bank Pledge Agreement (Crown Holdings Inc), Bank Pledge Agreement (Crown Holdings Inc)
Security Interest Absolute. To the extent permitted by applicable law, all rights of the Collateral Agent hereunder, the Security Interest in Interest, the Article 9 Collateral, grant of the security interest in the Pledged Collateral and all obligations of each Pledgor Loan Party hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment to or waiver of of, or any consent to any departure from from, the Credit Agreement, any Credit Agreement other Loan Document, any Other First Lien Agreement, agreement with respect to any Intercreditor Agreement of the Secured Obligations or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateralcollateral securing, or any release or amendment to or waiver of of, or any consent under or to any departure from from, any guaranteeguarantee of, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Loan Party in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 3 contracts
Sources: Security Agreement (MSG Entertainment Spinco, Inc.), Security Agreement (MSG Entertainment Spinco, Inc.), Security Agreement (Madison Square Garden Co)
Security Interest Absolute. To the extent permitted by law, all All rights of the Euro Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement DocumentAgreement, any Other First Lien the Euro Intercreditor Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement DocumentAgreement, any Other First Lien the Euro Intercreditor Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Obligations).
Appears in 3 contracts
Sources: Credit Agreement (Crown Holdings Inc), Pledge Agreement (Crown Holdings Inc), Pledge Agreement (Crown Holdings Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the security interest in the Pledged Collateral and all obligations of each Pledgor Obligor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement DocumentAgreement, any Other First Lien this Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations, (d) any failure by an Secured Party to assert any claim or exercise any right or remedy, (e) any reduction, limitation or impairment of the Secured Obligations for any reason, or (df) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Obligor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 3 contracts
Sources: Guarantee and Collateral Agreement (Summit Midstream Partners, LP), Guarantee and Collateral Agreement (Summit Midstream Partners, LP), Purchase Agreement (Summit Midstream Partners, LP)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor and Guarantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Indenture Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Collateral Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Collateral Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Indenture, any Other First Lien Agreement, any Intercreditor Agreement other Indenture Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Collateral Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor or Guarantor in respect of the Secured Collateral Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 3 contracts
Sources: Collateral Agreement (International Wire Group Inc), Collateral Agreement (International Wire Group Inc), Collateral Agreement (International Wire Rome Operations, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral Interests created hereby and all obligations of each Pledgor the Grantors hereunder shall (to the maximum extent permitted by law) be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the ABL Credit Agreement Document, any Other First Lien Agreement, any other Secured Debt Document, any agreement with respect to any of the Secured Guaranteed Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Guaranteed Obligations, or any other amendment or waiver of or any consent to any departure from any the ABL Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Secured Debt Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Guaranteed Obligations, or (d) any other circumstance (other than a defense of payment or performance) that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Guaranteed Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 3 contracts
Sources: Abl Security Agreement, Abl Security Agreement (Tribune Publishing Co), Abl Credit Agreement (Tribune Publishing Co)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Administrative Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (ai) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations Obligations, or any other agreement or instrument relating to any of the foregoing, (bii) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment waiver, amendment, supplement or waiver of other modification of, or any consent to any departure from any from, the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to any of the foregoing, (ciii) except as otherwise expressly permitted under the Loan Documents or effected pursuant thereto, any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment waiver, amendment, supplement or waiver of other modification of, or consent under under, or departure from from, any guaranteeguaranty, securing or guaranteeing all or any of the Secured Obligations Obligations, or (div) any other circumstance (other than indefeasible payment in full of the Secured Obligations) that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or in respect of this Agreement (or any other than a defense of payment or performance)Loan Document.
Appears in 3 contracts
Sources: Pledge and Security Agreement, Pledge and Security Agreement (Harvard Bioscience Inc), Pledge and Security Agreement (Liberty Tax, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Administrative Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement Agreement, other than payment in full of all the Obligations (other than a defense Obligations under or in respect of payment Specified Swap Agreements, Specified Cash Management Agreements, unasserted indemnification, tax gross up, expense reimbursement or performanceyield protection obligations, in each case for which no claim has been made, and other contingent obligations that survive the repayment of the Loans).
Appears in 3 contracts
Sources: Credit Agreement (SunCoke Energy Partners, L.P.), Credit Agreement (SunCoke Energy, Inc.), Credit Agreement (SunCoke Energy, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Administrative Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (ai) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations Obligations, or any other agreement or instrument relating to any of the foregoing, (bii) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment waiver, amendment, supplement or waiver of other modification of, or any consent to any departure from any from, the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to any of the foregoing, (ciii) except as otherwise expressly permitted under the Loan Documents or effected pursuant thereto, any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment waiver, amendment, supplement or waiver of other modification of, or consent under under, or departure from from, any guaranteeguaranty, securing or guaranteeing all or any of the Secured Obligations Obligations, or (div) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or in respect of this Security Agreement (or any other than a defense of payment or performance)Loan Document.
Appears in 3 contracts
Sources: Security Agreement (Virtus Investment Partners, Inc.), Credit Agreement (Virtus Investment Partners, Inc.), Security Agreement (Virtus Investment Partners, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor hereunder and Guarantor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Transaction Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Indenture Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Indenture Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Indenture, any Other First Lien Agreement, any Intercreditor Agreement other Transaction Document or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Indenture Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor and Guarantor in respect of the Secured Indenture Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Indenture Obligations).
Appears in 3 contracts
Sources: Indenture (Memc Electronic Materials Inc), Indenture (Memc Electronic Materials Inc), Pledge Agreement (Memc Electronic Materials Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Administrative Agent hereunder, the Security Interest in the Article 9 Collateral, grant of the security interest in the Pledged Collateral and all obligations of each Pledgor Loan Party hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, the Existing Notes Indenture, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment to or waiver of of, or any consent to any departure from any from, the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, the Existing Notes Indenture, any agreement with respect to any of the Obligations or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateralcollateral securing, or any release or amendment to or waiver of of, or any consent under or to any departure from from, any guaranteeguarantee of, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 3 contracts
Sources: Guarantee and Collateral Agreement (NCR Corp), Credit Agreement (NCR Corp), Credit Agreement (NCR Corp)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent and each other Secured Party hereunder, the Security Interest in the Article 9 Collateral, the each grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Note Purchase Agreement, the Limited Guaranty or any Credit Agreement other Note Purchase Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Guaranteed Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Guaranteed Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien the Note Purchase Agreement, the Limited Guaranty or any Intercreditor Agreement other Note Purchase Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Guaranteed Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Guaranteed Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 3 contracts
Sources: General Security Agreement (Aemetis, Inc), General Security Agreement (Aemetis, Inc), General Security Agreement (Aemetis, Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Trustee and the Holders of the Notes and security interests hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each the Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of of:
(a) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations Indenture or Notes or any other agreement or instrument relating to any of the foregoing, thereto;
(b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, the Indenture;
(c) any taking, exchange, surrender, release or non-perfection of any Lien Liens on any other collateral for all or any of the Secured Obligations;
(d) any manner of application of collateral, or proceeds thereof, to all or any release of the Secured Obligations, or amendment any manner of sale or waiver other disposition of or consent under or departure from any guarantee, securing or guaranteeing collateral for all or any of the Secured Obligations or any other assets of the Pledgor;
(de) any change, restructuring or termination of the corporate structure or existence of the Pledgor; or
(f) to the extent permitted by applicable law, any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any the Pledgor in respect of the Secured Obligations or of this Agreement (other than a defense of payment or performance)Pledge Agreement.
Appears in 2 contracts
Sources: Collateral Pledge and Security Agreement (Carrier1 International S A), u.s. Dollar Collateral Pledge and Security Agreement (Carrier1 International S A)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Trustee hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Financing Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Financing Document or any other agreement or instrumentinstrument relating to the foregoing, (c) any exchange, release or non-perfection of any Lien on Collateral or any other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Dynegy Inc.), Credit Agreement (Dynegy Inc.)
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Indenture Document, any Other First Lien Agreement, the Intercreditor Agreements, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Indenture Document, any Other First Lien Agreement, any the Intercreditor Agreement Agreements or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: First Lien Collateral Agreement, First Lien Collateral Agreement (Momentive Performance Materials Inc.)
Security Interest Absolute. To the extent permitted by applicable law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, this Agreement or any Credit Agreement other Collateral Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, this Agreement or any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Collateral Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Pledge and Security Agreement (CF Industries Holdings, Inc.), Pledge and Security Agreement (CF Industries Holdings, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the First Lien Credit Agreement DocumentAgreement, any Other First Lien Agreementother Loan Document, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other the First Lien Credit Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: Collateral Agreement (First Lien) (DS Services of America, Inc.), Collateral Agreement (First Lien) (DS Services of America, Inc.)
Security Interest Absolute. To the extent permitted by lawLaw, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination or release of a Grantor’s obligations hereunder in accordance with the terms of Section 7.12, but without prejudice to reinstatement rights under Section 2.04 of the Guaranty, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Second Lien Security Agreement, Second Lien Security Agreement (Advantage Solutions Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Pledgee -------------------------- hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each the Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement or any other Credit Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Credit Document, or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any the Pledgor in respect of the Secured Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Secured Obligations).
Appears in 2 contracts
Sources: Credit Agreement (Harrys Farmers Market Inc), Pledge Agreement (Harrys Farmers Market Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateralsecurity interest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 9.15, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Term Loan Credit Agreement, Term Loan Credit Agreement (Staples Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Notes Collateral Agent hereunder, the Security Interest in Interest, the Article 9 Collateral, grant of the security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture or any Credit Agreement other Notes Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment to or waiver of of, or any consent to any departure from the Indenture, any Credit Agreement other Notes Document, any Other First Lien Agreement, agreement with respect to any Intercreditor Agreement of the Secured Obligations or any other agreement or instrumentinstrument relating to any of the foregoing (including any increase in the Secured Obligations resulting from the issuance of Additional Notes under the Indenture after the date hereof), (c) any exchange, release or non-perfection of any Lien on other collateralcollateral securing, or any release or amendment to or waiver of of, or any consent under or to any departure from from, any guaranteeguarantee of, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Indenture (Arconic Rolled Products Corp), Indenture (Arconic Inc.)
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Document, any Notes Indenture Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Notes Indenture Document, any Other First Lien Agreement, any the Intercreditor Agreement Agreements or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: Collateral Agreement (McGraw-Hill Interamericana, Inc.), Collateral Agreement (McGraw-Hill Global Education LLC)
Security Interest Absolute. To The obligations of the extent permitted by lawPledgor under this Agreement are independent of the obligations under the Applicable Agreements, all and a separate action or actions may be brought and prosecuted against the Pledgor to enforce this Agreement. All rights of the Collateral Agent Pledgee hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each the Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien Applicable Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Applicable Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateralrelease, or any release or amendment or waiver of of, or consent under to or departure from from, any guarantee, securing or guaranteeing guaranty for all or any of the Secured Obligations or Obligations, (d) any change, restructuring or termination of the corporate structure or existence of the Pledgor or the Issuer or (e) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any the Pledgor in respect of the Secured Obligations or in respect of this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Share Pledge Agreement (China Medicine Corp), Share Pledge Agreement (OEP CHME Holdings, LLC)
Security Interest Absolute. To The obligations of each Grantor under this Agreement are independent of the extent permitted by lawobligations under any of the other Loan Documents, all and a separate action or actions may be brought and prosecuted against any single, or every, Grantor to enforce this Agreement. All rights of the Collateral Agent Lender hereunder, the Security Interest in the Article 9 Collateralsecurity interests granted hereby, the security interest in the Pledged Collateral and all obligations Grantor Obligations of each Pledgor hereunder Grantor hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Documentof the Loan Documents, any Other First Lien Agreement, any other agreement with respect to any of the Secured Grantor Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Grantor Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement of the Loan Documents or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateralCollateral, or any release or release, amendment or waiver of of, or consent under to or departure from from, any guarantee, securing or guaranteeing guaranty for all or any of the Secured Obligations Grantor Obligations, or (d) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Grantor Obligations or in respect of this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: General Security Agreement (Simclar Inc), General Security Agreement (Simclar Inc)
Security Interest Absolute. To Subject to the extent permitted by lawterms of the Intercreditor Agreement, all rights of the Collateral Second Lien Agent and each Holder hereunder, the Second Lien Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Second Lien Note Indenture, any Credit Agreement other Second Lien Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Second Lien Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Second Lien Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Second Lien Note Indenture, any Other First other Second Lien Agreement, any Intercreditor Agreement Document or any other agreement or instrument, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Second Lien Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Second Lien Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Second Lien Security Agreement, Second Lien Security Agreement (DJO Finance LLC)
Security Interest Absolute. To the extent permitted by law, all All rights of the Junior-Priority Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Indenture, any other Note Document, any Other First Lien Pari Passu Agreement, any other agreement with respect to any of the Secured Junior-Priority Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Junior-Priority Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Indenture, any other Note Document, any Other First Lien Agreement, any Intercreditor Pari Passu Agreement or any other agreement or instrumentinstrument relating to the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Junior-Priority Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Junior-Priority Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Junior Priority Collateral Agreement (Community Health Systems Inc), Junior Priority Collateral Agreement (Community Health Systems Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional unless such Grantor is released from its obligations hereunder in a writing signed by the Collateral Agent pursuant to Section 9.13 or this Agreement is terminated in accordance with its terms, irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performancein full of all Obligations (other than contingent indemnification liabilities to the extent no claim giving rise thereto has been asserted).
Appears in 2 contracts
Sources: Revolving Credit Agreement (Houghton Mifflin Harcourt Co), Term Loan Credit Agreement (Houghton Mifflin Harcourt Co)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination or release of a Guarantor’s obligations hereunder in accordance with the terms of Section 7.15 hereof any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: Abl Guarantee and Collateral Agreement (Smart & Final Stores, Inc.), First Lien Term Loan Guarantee and Collateral Agreement (Smart & Final Stores, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent and the Account Custodian hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor the Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, the Secured Hedge Agreements, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, the Secured Hedge Agreements or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor the Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Bloomin' Brands, Inc.), Credit Agreement (Osi Restaurant Partners, LLC)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (ai) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien the Securities Purchase Agreement, any other Secured Transaction Document, any agreement with respect to any of the Secured Obligations Obligations, or any other agreement or instrument relating to any of the foregoing, (bii) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment waiver, amendment, supplement or waiver of other modification of, or any consent to any departure from any Credit Agreement Documentfrom, any Other First Lien the Securities Purchase Agreement, any Intercreditor Agreement other Secured Transaction Document or any other agreement or instrumentinstrument relating to any of the foregoing, (ciii) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment waiver, amendment, supplement or waiver of other modification of, or consent under under, or departure from from, any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (div) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or in respect of this Guarantee and Security Agreement (or any other than a defense of payment or performance)Secured Transaction Document.
Appears in 2 contracts
Sources: Guarantee and Security Agreement (NeuMedia, Inc.), Guarantee and Security Agreement (Mandalay Media, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent JPM hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral Securities and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement DocumentGuaranty, any Other First Lien the Merger Agreement, any other agreement with respect to any of the Secured Obligations Obligations, the Underlying Liabilities or any other Obligation Document, agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, the Underlying Liabilities or any other amendment or waiver of or any consent to any departure from any Credit Agreement DocumentGuaranty, any Other First Lien the Merger Agreement, any Intercreditor Agreement Obligation Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (J P Morgan Chase & Co), Guarantee and Collateral Agreement (Bear Stearns Companies Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral -------------------------- Agent and security interests hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder the Company hereunder, shall be absolute and unconditional irrespective of of:
(ai) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien provision of this Agreement, any other agreement with respect to any of the Secured Obligations 13% Notes, the Vendor Financing Agreement or any other agreement or instrument relating to any of the foregoing, thereto;
(bii) any change in the time, manner or place of payment of, or in any other term of, or any increase in the amount of, all or any of the Secured Obligations, or any other amendment amendment, waiver or waiver modification of any term of, or any consent to any departure from any Credit Agreement Documentrequirement of, any Other First Lien this Agreement, any Intercreditor the 13% Notes, the Vendor Financing Agreement or any other agreement or instrument, instrument relating thereto;
(ciii) any exchange, release or non-perfection of any Lien security interest or lien on any other collateral, or any release or amendment or waiver of any term of any guaranty of, or security for, or consent under or to departure from any guaranteerequirement of any guaranty or other credit support of or for, securing or guaranteeing all or any of the Secured Obligations or Obligations; or
(div) all suretyship defenses and any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations a borrower, a pledgor or this Agreement (other than a defense of payment or performance)surety.
Appears in 2 contracts
Sources: Recapitalization Agreement (Earthwatch Inc), Senior Collateral Pledge and Security Agreement (Earthwatch Inc)
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent Trustee hereunder, the Security Interest in the Article 9 CollateralSecurity Interest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien Agreementthe Indentures, any other Collateral Documents, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Indentures, any Other First Lien Agreement, any Intercreditor Agreement other Collateral Documents or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 6.11, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Pledge and Security Agreement (Finance of America Companies Inc.), Pledge and Security Agreement (Finance of America Companies Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each the Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Intercreditor Agreement, the Credit Agreement or any other Loan Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Intercreditor Agreement, the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor of the Pledgors in respect of the Secured Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Secured Obligations).
Appears in 2 contracts
Sources: Credit Agreement (Guilford Mills Inc), Credit Agreement (Guilford Mills Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Credit Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Credit Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Guarantor’s obligations hereunder in accordance with the terms of Section 9.8 of the Credit Agreement, but without prejudice to reinstatement rights under Section 7.9 of the Credit Agreement, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Term Pledge and Security Agreement, Term Pledge and Security Agreement (Entegris Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Documentthe Notes Indenture, any Other First Lien Agreementother Notes Indenture Document, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Notes Indenture, any Credit Agreement other Notes Indenture Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: Collateral Agreement (Second Lien) (DS Services of America, Inc.), Collateral Agreement (Second Lien) (DS Services of America, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 8.13, but without prejudice to reinstatement rights under Section 2.04 of the Guaranty, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Performance Food Group Co), Security Agreement (Ahny-Iv LLC)
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Indenture Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Credit Agreement other Indenture Document, any Other First Lien Agreement, any the Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: Second Lien Collateral Agreement, Second Lien Collateral Agreement (Momentive Performance Materials Inc.)
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Notes Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Notes Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: Collateral Agreement (Second Lien) (ADT, Inc.), Collateral Agreement (Second Lien) (ADT, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (ai) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien the Securities Purchase Agreement, any other Secured Transaction Document, any agreement with respect to any of the Secured Obligations Obligations, or any other agreement or instrument relating to any of the foregoing, (bii) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment waiver, amendment, supplement or waiver of other modification of, or any consent to any departure from any Credit Agreement Documentfrom, any Other First Lien the Securities Purchase Agreement, any Intercreditor Agreement other Secured Transaction Document or any other agreement or instrumentinstrument relating to any of the foregoing, (ciii) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment waiver, amendment, supplement or waiver of other modification of, or consent under under, or departure from from, any guaranteeguaranty, securing or guaranteeing all or any of the Secured Obligations Obligations, or (div) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or in respect of this Guaranty and Security Agreement (or any other than a defense of payment or performance)Secured Transaction Document.
Appears in 2 contracts
Sources: Guaranty and Security Agreement (Vyyo Inc), Guaranty and Security Agreement (Vyyo Inc)
Security Interest Absolute. To Subject to the extent permitted by lawterms of this Agreement, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each the Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Loan Document, the Note Agreement, any Other First Lien Agreementother Note Document, any other agreement with respect to any of the Secured Obligations Senior Indebtedness or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured ObligationsSenior Indebtedness, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentof the documents, instruments or agreements evidencing any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrumentof the Senior Indebtedness, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations Senior Indebtedness or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any the Pledgor in respect of the Secured Obligations Senior Indebtedness or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Senior Indebtedness).
Appears in 2 contracts
Sources: Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.), Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Securities Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement any other Loan Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations of the Pledgors or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured ObligationsObligations of the Pledgors, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateralSecurities Collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations of the Pledgors or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured its Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Obligations of such Pledgor).
Appears in 2 contracts
Sources: Pledge Agreement (Consolidated Communications Texas Holdings, Inc.), Pledge Agreement (Consolidated Communications Illinois Holdings, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Administrative Agent hereunder, the Security Interest in Interest, the Article 9 Collateral, grant of the security interest in the Pledged Collateral and all obligations of each Pledgor Loan Party hereunder shall be absolute and unconditional to the fullest extent permitted by applicable law irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any Credit Agreement other Loan Document, any Other First Lien Agreement, other agreement with respect to any Intercreditor Agreement of the Secured Obligations or any other agreement or instrumentinstrument relating to the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateralcollateral securing, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guarantee guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Loan Party in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Credit Agreement (Weight Watchers International Inc), Credit Agreement (Weight Watchers International Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent and security interests hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder the Company hereunder, shall be absolute and unconditional irrespective of of:
(a) any lack of validity or enforceability of any provision of the Credit Facility Agreement Document, any Other First Lien Agreement, or any other agreement with respect to any of the Secured Obligations Loan Document or any other agreement or instrument relating to any of the foregoing, thereto;
(b) any change in the time, manner or place of payment of, or in any other term of, any increase in the amount of, all or any of the Secured Obligations, or any other amendment amendments or waiver of any term of, or any consent to any departure from any requirement of, the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Facility Agreement or any other agreement or instrument, Loan Document;
(c) any exchange, release or non-perfection of any Lien on any other collateralcollateral for, or any release or amendment or waiver of any terms of any guaranty of, or consent under or to departure from any guaranteerequirements of any guaranty of, securing or guaranteeing all or any of the Secured Obligations or Obligations;
(d) any failure on the part of the Agent to give notice of any kind, mitigate the damages resulting from the default by the Company under the Credit Facility Agreement or this Pledge or protect, secure, perfect and insure any lien on the Pledged Collateral; or
(e) any other circumstance that which might otherwise constitute a defense available to, or a discharge or release of, any Pledgor in respect a borrower or a pledgor or otherwise limit the obligations of the Secured Obligations or Company under this Agreement (other than a defense of payment or performance)Pledge.
Appears in 2 contracts
Sources: Pledge Agreement (Horseshoe Gaming LLC), Pledge Agreement (Horseshoe Gaming LLC)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement DocumentAgreement, any Other First Lien the Euro Term Loan Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement DocumentAgreement, any Other First Lien the Euro Term Loan Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from the Guaranty or any other guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense indefeasible payment in full of payment or performancethe Secured Obligations).
Appears in 2 contracts
Sources: Credit Agreement (Quiksilver Inc), Credit Agreement (Quiksilver Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 8.13 or the defense of payment or performance in full, but without prejudice to reinstatement rights under Section 12 of the Guarantee Agreement, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Security Agreement (Versum Materials, Inc.), Credit Agreement (W R Grace & Co)
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performanceperformance of the Secured Obligations (other than contingent indemnification and reimbursement obligations for which no claim has been made)).
Appears in 2 contracts
Sources: Security Agreement, Security Agreement (Spectrum Brands Holdings, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Note Document, any Other First Lien AgreementAdditional Pari Passu Debt Document, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Credit Agreement other Note Document, any Other First Lien Agreement, any Intercreditor Additional Pari Passu Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Second Lien Security Agreement, Second Lien Security Agreement (Heinz H J Co)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Notes Indenture Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement Notes Indenture Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: Collateral Agreement (Vici Properties Inc.), Collateral Agreement (CAESARS ENTERTAINMENT Corp)
Security Interest Absolute. To Except as otherwise set forth herein regarding the extent permitted by lawobligations of the Third Party Pledgor, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Security Agreement (Nielsen Holdings B.V.), Security Agreement (Global Media USA, LLC)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral Interests created hereby and all obligations of each Pledgor the Grantors hereunder shall (to the maximum extent permitted by law) be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Term Loan Credit Agreement Document, any Other First Lien Agreement, any other Secured Debt Document, any agreement with respect to any of the Secured Guaranteed Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Guaranteed Obligations, or any other amendment or waiver of or any consent to any departure from any the Term Loan Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Secured Debt Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Guaranteed Obligations, or (d) any other circumstance (other than a defense of payment or performance) that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Guaranteed Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Term Loan Credit Agreement (Tribune Publishing Co), Term Loan Security Agreement (Tribune Publishing Co)
Security Interest Absolute. To Except as otherwise set forth herein regarding the extent permitted by lawobligations of the Third Party Pledgor, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any Permitted Debt Offering Agreement, any agreement with respect to any of the Secured First Lien Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured First Lien Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any Credit Agreement other Loan Document, any Other First Lien Permitted Debt Offering Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured First Lien Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured First Lien Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 2 contracts
Sources: Security Agreement (Nielsen Holdings B.V.), Security Agreement (Nielsen CO B.V.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Lender hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Bond Collateral and all obligations of each Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Note, the Loan Agreement, the Instrument or any Credit Agreement other Loan Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Note, the Loan Agreement, the Instrument, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to any of the foregoing, except to the extent the foregoing expressly modify Lender’s rights hereunder, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Secured Obligations).
Appears in 2 contracts
Sources: Bond Pledge Agreement, Bond Pledge Agreement
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Applicable Representative hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any Senior Secured Note Indenture, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any Credit Agreement other Loan Document, any Other First Lien Agreement, any Intercreditor Agreement Senior Secured Note Indenture or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (RBS Global Inc), Guarantee and Collateral Agreement (RBS Global Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Lender hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Incentives Collateral and all obligations of each Pledgor hereunder Borrower hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Note, the Loan Agreement, the Instrument or any Credit Agreement other Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Note, the Loan Agreement, the Instrument, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to any of the foregoing, except to the extent the foregoing expressly modify Lender’s rights hereunder, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Borrower in respect of the Secured Obligations or in respect of this Agreement Assignment (other than a defense the indefeasible payment in full of payment or performanceall the Secured Obligations).
Appears in 2 contracts
Sources: Collateral Assignment, Collateral Assignment
Security Interest Absolute. To the extent permitted by law, all All rights of the Euro Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement DocumentAgreement, any Other First Lien the Euro Intercreditor Agreement, any other Financing Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement DocumentAgreement, any Other First Lien the Euro Intercreditor Agreement, any Intercreditor Agreement other Financing Document or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Obligations).
Appears in 2 contracts
Sources: Pledge Agreement (Crown Holdings Inc), Pledge Agreement (Crown Holdings Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Pledgee hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each the Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement or any other Loan Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any the Pledgor in respect of the Secured Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Secured Obligations).
Appears in 1 contract
Sources: Credit Agreement (RMR Asia Pacific Real Estate Fund)
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement, any Credit Agreement Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Trustee hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor the Subsidiary Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, the AWNA Senior Note Indenture, the BFI Indenture, any 2001 Indenture or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Subsidiary Grantor in respect of the Secured Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the monetary Obligations).
Appears in 1 contract
Sources: Shared Collateral Security Agreement (Allied Waste North America Inc/De/)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor and Guarantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Secured Debt Agreement, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor other Secured Debt Agreement or any other agreement or instrument, in each case in accordance with its terms, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guaranteeguaranty, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor or Guarantor in respect of the Secured Obligations or this Agreement (other than a defense release of payment any Grantor or performanceGuarantor in accordance with Section 7.13).
Appears in 1 contract
Sources: Credit Agreement (Semtech Corp)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor the Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement other Security Document, the Collateral Sharing Agreement, any Senior Loan Document, any Other First Lien AgreementIndenture Document, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Senior Loan Document, any Other First Lien other Security Document, the Collateral Sharing Agreement, any Intercreditor Agreement Indenture Document or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, the Existing Notes Indenture, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, the Existing Notes Indenture or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Assignee and all security interests hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations Secured Obligations of each Pledgor hereunder the Assignor hereunder, shall be absolute and unconditional irrespective of of:
(ai) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, or any other agreement with respect to any of the Secured Obligations Loan Document or any other agreement or instrument relating to any of the foregoing, thereto;
(bii) any change in the time, manner manner, or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement Loan Document including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to the Borrower or instrument, otherwise;
(ciii) any taking, exchange, release release, or non-perfection nonperfection of any Lien on other collateral securing any or all of the Secured Obligations;
(iv) any manner of application of collateral, or proceeds thereof, to all or any release of the Secured Obligations, or amendment any manner of sale or waiver other disposition of or consent under or departure from any guarantee, securing or guaranteeing collateral for all or any of the Secured Obligations or any other assets of the Assignor; or
(dv) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations Assignor or this Agreement (other than a defense of payment or performance)third-party assignor.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Senior Secured Notes Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Credit Agreement other Senior Secured Notes Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 8.13, but without prejudice to reinstatement rights under Article 11 of the Indenture (or such equivalent provision in any other Senior Secured Notes Document), any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Security Agreement (Dominion Textile (Usa), L.L.C.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a first-priority security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Notes Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Notes Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Notes, the Notes Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Indenture, any Other First Lien Agreement, any Intercreditor Agreement other Notes Document or any other agreement or instrumentinstrument relating to the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Notes Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Notes Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Notes Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Notes Document, any Other First Second-Lien AgreementObligations Documents, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Credit Agreement other Notes Document, any Other First Second-Lien Agreement, any Intercreditor Agreement Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Chargee hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral interests created hereunder and all obligations of each Pledgor the Company hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any this Debenture, the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from this Debenture, the Credit Agreement, any Credit Agreement other Loan Document, any Other First Lien Agreement, agreement with respect to any Intercreditor Agreement of the Secured Obligations or any other agreement or instrument, instrument (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, guarantee securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense defence (other than payment in full of the Secured Obligations) available to, or a discharge of, any Pledgor the Company in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Debenture.
Appears in 1 contract
Sources: Credit Agreement (Skype S.a r.l.)
Security Interest Absolute. To the extent permitted by lawLaw, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, guarantee securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than payment of the Secured Obligations in full or a defense release of payment such Grantor or performance)Security Interest in accordance with Section 5.13.
Appears in 1 contract
Sources: Collateral Agreement (Gogo Inc.)
Security Interest Absolute. To The obligations of each Pledgor under this Agreement are independent of the extent permitted by lawSecured Obligations, all and a separate action or actions may be brought and prosecuted against each Pledgor to enforce this Agreement, irrespective of whether any action is brought against any other Pledgor or whether any other Pledgor is joined in any such action or actions. All rights of the Collateral Agent Trustee and the Holders and security interests hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each a Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of of:
(a) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations Indenture or any other agreement or instrument relating to any of the foregoing, thereto;
(b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, the Indenture;
(c) any taking, exchange, surrender, release or non-perfection of any Lien Liens on any other collateral, or any taking, release or amendment or waiver of or consent under or to departure from any guarantee, securing or guaranteeing for all or any of the Secured Obligations or Obligations; or
(d) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any a Pledgor in respect of the Secured Obligations or of this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Security and Pledge Agreement (Shop at Home Inc /Tn/)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor the Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any Secured Hedge Agreement, any Secured Cash Management Agreement, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any Credit Agreement other Loan Document, any Other First Lien Secured Hedge Agreement, any Intercreditor Secured Cash Management Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from the Guarantee or any other guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted not prohibited by applicable law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Loan Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Loan Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Loan Document, any Other First Lien Agreement, any and applicable Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performanceperformance of such Obligations (other than contingent indemnification and reimbursement obligations for which no claim has been made)).
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Indenture Document, any Other First Pari Passu Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Credit Agreement other Indenture Document, any Other First Pari Passu Lien Agreement, any the Intercreditor Agreement Agreements or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 1 contract
Sources: Collateral Agreement (Hexion Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Note Document, any Other First Lien Additional Pari Passu Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Credit Agreement other Note Document, any Other First Lien Agreement, any Intercreditor Additional Pari Passu Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Second Lien Security Agreement (Bon Ton Stores Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral Interests created hereby and all obligations of each Pledgor the Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Second Lien Credit Agreement, any other Credit Agreement Document, any Other First Additional Second Lien Agreement, any other agreement with respect to any of the Secured Second Lien Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Second Lien Obligations, or any other amendment or waiver of or any consent to any departure from the Second Lien Credit Agreement, any other Credit Agreement Document, any Other First Additional Second Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Second Lien Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Second Lien Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Intercreditor Agreement (Grocery Outlet Holding Corp.)
Security Interest Absolute. To the fullest extent permitted by lawapplicable law and except as otherwise provided in Section 14, all rights of the Collateral Administrative Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor of the Grantors hereunder shall be absolute and unconditional irrespective of (ai) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (bii) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to any of the foregoing, (ciii) any exchange, release or non-perfection of any Lien on any other collateral, or any release or amendment or waiver of of, or consent under under, or departure from from, any guaranteeguaranty, securing or guaranteeing all or any of the Secured Obligations or (div) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or in respect of this Security Agreement or any other Loan Document (other than a defense of the final payment or performancein full of the Obligations).
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Term Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, guarantee securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement other than the payment in full in cash of all the Secured Obligations (other than a defense of payment or performancecontingent indemnification obligations not yet accrued and payable as to which no claim has been made).
Appears in 1 contract
Sources: Term Collateral Agreement (Installed Building Products, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to 4824-0659-7789v13 any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Guarantor’s obligations hereunder in accordance with the terms of Section 11.10 of the Credit Agreement, but without prejudice to reinstatement rights under Section 11.04 of the Credit Agreement, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 8.12, but without prejudice to reinstatement rights under Section 2.04 of the Guaranty, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Second Lien Security Agreement (99 Cents Only Stores LLC)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateralsecurity interest hereunder, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Credit Agreement, any Credit Agreement other Loan Document, any Other First Lien AgreementSecured Senior Notes Indenture, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any Credit Agreement other Loan Document, any Other First Lien Agreement, any Intercreditor Agreement Secured Senior Notes Indenture or any such other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by lawLaw, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien the Note Purchase Agreement, any other Note Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien the Note Purchase Agreement, any Intercreditor Agreement other Note Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, guarantee securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense payment of payment or performance)the Secured Obligations in full.
Appears in 1 contract
Sources: Pledge and Collateral Agreement (Bird Global, Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Trustee and the Holders of the Notes and security interests hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each the Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of of:
(a) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations Indenture or Notes or any other agreement or instrument relating to any of the foregoing, thereto;
(b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, the Indenture;
(c) any taking, exchange, surrender, release or non-perfection of any Lien Liens on any other collateral for all or any of the Secured Obligations;
(d) any manner of application of collateral, or proceeds thereof, to all or any release of the Secured Obligations, or amendment any manner of sale or waiver other disposition of or consent under or departure from any guarantee, securing or guaranteeing collateral for all or any of the Secured Obligations or any other assets of the Pledgor;
(de) any change, restructuring or termination of the corporate structure or existence of the Pledgor; or 14
(f) to the extent permitted by applicable law, any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any the Pledgor in respect of the Secured Obligations or of this Agreement (other than a defense of payment or performance)Pledge Agreement.
Appears in 1 contract
Sources: Collateral Pledge and Security Agreement (Long Distance International Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Se- curity Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Notes Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations Ob- ligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Indenture, any Other First Lien Agreement, any Intercreditor Agreement other Notes Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination or release of a Grantor’s obligations hereunder in accordance with the terms of Section 5.15 hereof, any other circumstance circum- stance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Interim Security Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor the Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Document, any Other First Lien the Interim Facilities Agreement, any other Interim Finance Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien the Interim Facilities Agreement, any Intercreditor Agreement other Interim Finance Document or any other agreement or instrument, (c) any exchange, release or non-non- perfection of any Lien Security Interest on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, guarantee securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor the Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Collateral Agreement
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent Trustee hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Note Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Credit Agreement other Note Document, any Other First Lien Agreement, any the Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 1 contract
Sources: Collateral Agreement (Momentive Performance Materials Inc.)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the security interest in the Pledged Collateral and all obligations of each Pledgor Obligor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement DocumentAgreement, any Other First Lien this Agreement, any other Loan Document, any Secured Swap Agreement, any Secured Cash Management Agreement, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations, (d) any failure by an Secured Party to assert any claim or exercise any right or remedy, (e) any reduction, limitation or impairment of the Secured Obligations for any reason, or (df) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Obligor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Summit Midstream Partners, LP)
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Note Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Indenture, any Other First Lien Agreement, any Intercreditor Agreement other Note Document or any other agreement or instrument, (c) any taking, exchange, release or non-perfection of any Lien on any Collateral (except as provided in Sections 2.06(a)(iii) and 4.11) or any other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, (d) any manner of application of any Collateral or any other collateral, or proceeds thereof, to any Secured Obligations, (e) any change, restructuring or termination of the corporate structure or existence of the Pledgor or any of its Subsidiaries or (df) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Administrative Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document, or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of SECTION 7.13, but without prejudice to reinstatement rights under SECTION 8 of the Guarantee, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the security interest in the Pledged Collateral and all obligations of each Pledgor Obligor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Documentthe Indenture, any Other First Lien this Agreement, any other Note Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentthe Indenture, any Other First Lien Agreement, any Intercreditor Agreement other Note Document or any other agreement or instrument, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations, (d) any failure by a Secured Party to assert any claim or exercise any right or remedy, (e) any reduction, limitation or impairment of the Secured Obligations for any reason, or (df) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Obligor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Collateral Agreement (Summit Midstream Partners, LP)
Security Interest Absolute. To the extent permitted by lawIn accordance with applicable laws, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 CollateralInterest, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Second Lien Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Second Lien Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateralcollateral (except for dispositions of Collateral permitted pursuant to the terms of the Second Lien Credit Agreement), or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Second Lien Guarantee and Collateral Agreement (Itc Deltacom Inc)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent Trustee hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each Subsidiary Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any the Credit Agreement Document, any Other First Lien Agreement, any other Loan Document, the BFI Indenture, the AWNA Indenture, any 2001 Indenture, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Credit Agreement DocumentAgreement, the BFI Indenture, the AWNA Indenture, any Other First Lien Agreement2001 Indenture, any Intercreditor Agreement other Loan Document or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Subsidiary Pledgor in respect of the Secured Obligations or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the monetary Obligations).
Appears in 1 contract
Sources: Shared Collateral Pledge Agreement (Allied Waste North America Inc/De/)
Security Interest Absolute. To The obligations of each Pledgor under this Pledge Agreement are independent of the extent permitted by lawobligations under any of the other Loan Documents, all and a separate action or actions may be brought and prosecuted against the Pledgors to enforce this Pledge Agreement. All rights of the Collateral Agent Lender hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Loan Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateralrelease, or any release or amendment or waiver of of, or consent under to or departure from from, any guarantee, securing or guaranteeing guaranty for all or any of the Secured Obligations or Obligations, (d) any change, restructuring or termination of the corporate structure or existence of any Pledgor or Issuer or (e) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, the Pledgors or any Pledgor of them in respect of the Secured Obligations or in respect of this Agreement (other than a defense of payment or performance)Pledge Agreement.
Appears in 1 contract
Sources: Pledge Agreement (Healthcomp Evaluation Services Corp)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral hereunder and all obligations of each Pledgor the Borrower hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement other Security Document, the Collateral Sharing Agreement, any Senior Loan Document or any Indenture Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement other Security Document, any Other First Lien the Collateral Sharing Agreement, any Intercreditor Agreement Senior Loan Document or any Indenture Document or any other agreement or instrumentinstrument relating to any of the foregoing, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor the Borrower in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all All rights of the Notes Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral Interests created hereby and all obligations of each Pledgor the Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Notes Document, any Other First Pari Passu Lien Obligations Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Credit Agreement other Notes Document, any Other First Pari Passu Lien Agreement, any Intercreditor Obligations Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Sources: Notes Security Agreement (Associated Materials, LLC)
Security Interest Absolute. To the extent permitted by law, all All rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor the Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Indenture, any Credit Agreement other Parity Lien Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Parity Lien Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Parity Lien Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Credit Agreement other Parity Lien Document, any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations Parity Lien Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor Grantor in respect of the Secured Parity Lien Obligations or this Agreement (other than a defense of payment or performance)Agreement.
Appears in 1 contract
Security Interest Absolute. To Subject to the extent permitted by lawterms of this Agreement, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each the Pledgor hereunder hereunder, shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Loan Document, the Note Agreement, any Other First Lien Agreementother Note Document, any other agreement with respect to any of the Secured Obligations Senior Indebtedness or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of the payment of, or in any other term of, all or any of the Secured ObligationsSenior Indebtedness, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Documentof the documents, instruments or agreements evidencing any Other First Lien Agreement, any Intercreditor Agreement or any other agreement or instrumentof the Senior Indebtedness, (c) any exchange, release or non-perfection nonperfection of any Lien on other collateral, or any release or amendment or waiver of or consent under to or departure from any guaranteeguaranty, securing or guaranteeing for all or any of the Secured Obligations Senior Indebtedness or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any the Pledgor in respect of the Secured Obligations Senior Indebtedness or in respect of this Agreement (other than a defense the indefeasible payment in full of payment or performanceall the Senior Indebtedness).
Appears in 1 contract
Sources: Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.)
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Notes Document, any Other First Second Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Notes Document, any Other First Second Lien Agreement, any Intercreditor Agreement or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Pledgor in respect of the Secured Obligations or this Agreement (other than a defense of payment or performance).
Appears in 1 contract
Security Interest Absolute. To the extent permitted by law, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the grant of a security interest in the Pledged Collateral and all obligations of each the Pledgor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of any Credit Agreement Covered Document, any Other First Lien Agreement, any other agreement with respect to any of the Secured Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Credit Agreement Document, any Other First Lien Agreement, any Intercreditor Agreement Covered Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Secured Obligations or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any the Pledgor in respect of the Secured Obligations or this Agreement (other than a defense payment in full of payment the Secured Obligations or performancetermination or release of the Pledgor’s obligations in accordance with the terms of Section 4.13).
Appears in 1 contract
Sources: Pledge Agreement (PG&E Corp)