Common use of Unconditional and Irrevocable Clause in Contracts

Unconditional and Irrevocable. The Guarantor agrees that its obligations under this Guaranty shall be absolute, unconditional and irrevocable, irrespective of (i) the validity, enforceability, avoidance, subordination, discharge or disaffirmance of the Guaranteed Obligations or any of the Transaction Documents, (ii) the absence of any attempt to, or the inability to, collect the Guaranteed Obligations from CBOT Sub, (iii) any amendment or change to, or exchange or release of, the Guaranteed Obligations or any of the Transaction Documents, (iv) any law, regulation or order of any jurisdiction affecting any term of any of the Guaranteed Obligations or rights of any of Beneficiaries with respect thereto, (v) the failure by any of the Beneficiaries to take any steps to perfect and maintain perfected, or to preserve its rights to, its respective interest in any security or collateral related to the Guaranteed Obligations, (vi) any failure to obtain any authorization or approval from, or other action by, or to notify or make any filing with, any governmental authority or regulatory body that may be required in connection with the performance of the obligations hereunder by the Guarantor, or (vii) any impossibility or impracticability of performance, illegality, force majeure, any act of government or other circumstances which might constitute a defense available to or a discharge of CBOT Sub, or the Guarantor or (viii) any other circumstance which might otherwise constitute a legal or equitable discharge or defense of a guarantor, in each case other than the payment and performance in full of the Guaranteed Obligations (other than contingent indemnification obligations).

Appears in 3 contracts

Sources: Software License Agreement (Cbot Holdings Inc), Software License Agreement (Cbot Holdings Inc), Software License Agreement (Cbot Holdings Inc)