Unconditional Obligation Clause Samples

Unconditional Obligation. The Parent/Guardian acknowledges that unless enrollment is cancelled in writing prior to the cancellation deadlines stated in this contract, and if there are no withdrawal conditions as outlined above, the undersigned parents/guardians assume full legal and financial responsibility to pay tuition for the full academic year. The Parent/Guardian further agrees and understands that no refund or remission of tuition shall be made by the School for any reason whether due to absence, dismissal, school closure due to inclement weather or pandemic flu outbreak, acts of God, government action, terrorism, or epidemics, or withdrawal for disciplinary, academic, or personal reasons, and that upon dismissal or withdrawal, any remaining balance on the student’s account becomes due and payable.

Unconditional Obligation. The Unconditional Guaranty set forth in this Article 8 is an absolute, unconditional, continuing and irrevocable guaranty of payment and performance and shall remain in full force and effect until the full and final payment of the Guarantied Obligations without respect to future changes in conditions, including change of law or any invalidity or irregularity with respect to the issuance or assumption of any obligations (including, without limitation, the Notes) of or by the Borrower, or with respect to the execution and delivery of any agreement (including, without limitation, the Notes and the other Facility Documents) of the Borrower.

Unconditional Obligation. The obligations of the Company, each Borrower and WQD hereunder shall be unconditional and absolute and, without limiting the generality of the foregoing, shall not be released, discharged or otherwise affected by: (i) any extension, renewal, settlement, compromise, waiver or release in respect of any Obligation of any Borrower or the Collateral therefor under this Agreement or the other Financing Agreements; (ii) any modification or amendment of or supplement to this Agreement or the other Financing Agreements; (iii) any change in the corporate existence, structure or ownership of any Loan Party, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting any other Loan Party or its Collateral or its assets; (iv) the existence of any claim, set-off or other rights which a Borrower or WQD may have at any time against the Company or any other Borrower, the Agent or any other Person, whether in connection herewith or any unrelated transactions, provided that nothing herein shall prevent the assertion of any such claim by separate suit or compulsory counterclaim; -100- 106 (v) any validity or unenforceability relating to or against the Company, any Borrower or WQD for any reason of any provision or all of this Agreement or the other Financing Agreements, or any provision of applicable law or regulation purporting to prohibit the payment by the Company, any Borrower or WQD of the principal of or interest on any loan or any other amount payable by it under this Agreement or the other Financing Agreements; or (vi) any other act or omission to act or delay of any kind by the Company, any Borrower, WQD, the Agent or any other Person or any other circumstance whatsoever which might, but for the provisions of this paragraph, constitute a legal or equitable discharge of the Company's, such Borrower's or WQD's obligations under this Agreement or the other Financing Agreements.

Unconditional Obligation. If Tenant fails to pay all or any part of any Credit when due after expiration of any applicable grace, notice or cure period, Guarantor shall immediately pay to Landlord all amounts then due and payable in connection with any Credit, regardless of whether or not Landlord first pursues Tenant or exhausts any of its rights or remedies against Tenant, any other guarantor, others or other Security. Guarantor shall not have any right of subrogation to the rights of Landlord against any of the assets of Tenant or any other guarantor of the Lease until after indefeasible payment in full of the Credit.

Unconditional Obligation. This Note shall be deemed an unconditional obligation of Borrower for the payment of money and, without limitation to any other remedies Holder may have, may be enforced against Borrower by summary proceeding pursuant to N.Y. Civil Procedure Law and Rules Section 3213 or any similar rule or statute in the jurisdiction where enforcement is sought.

Unconditional Obligation. The obligations of the Borrower to make the payments required by Section 4.2 hereof and to perform and observe the other agreements on its part contained herein shall be absolute and unconditional, irrespective of any defense or any rights of set-off, recoupment or counterclaim it might otherwise have against the City, and during the term of this Agreement, the Borrower shall pay absolutely net the payments to be made on account of the loan as prescribed in Section 4.2 and all other payments required hereunder, free of any deductions and without abatement, diminution or set-off. Until such time as the principal of, premium, if any, and interest on the Bonds shall have been fully paid, or provision for the payment thereof shall have been made as required by the Indenture, the Borrower (i) will not suspend or discontinue any payments provided for in Section 4.2 hereof; (ii) will perform and observe all of its other covenants contained in this Agreement; and (iii) will not terminate this Agreement for any cause, including, without limitation, the occurrence of any act or circumstances that may constitute failure of consideration, destruction of or damage to the Project, commercial frustration of purpose, any change in the tax or other laws of the United States of America or of the State of California or any political subdivision of either of these, or any failure of the City or the Trustee to perform and observe any covenant, whether express or implied, or any duty, liability or obligation arising out of or connected with this Agreement or the Indenture, except to the extent permitted by this Agreement.

Unconditional Obligation. ▇▇▇▇▇▇ AGREES THAT IT IS UNCONDITIONALLY OBLIGATED TO PAY ALL RENT AND ANY OTHER AMOUNTS DUE UNDER THIS LEASE IN ALL FISCAL YEARS IN WHICH FUNDS HAVE BEEN APPROPRIATED NO MATTER WHAT HAPPENS, EVEN IF THE EQUIPMENT IS DAMAGED OR DESTROYED, IF IT IS DEFECTIVE OR IF LESSEE HAS TEMPORARY OR PERMANENT LOSS OF ITS USE. ▇▇▇▇▇▇ IS NOT ENTITLED TO ANY REDUCTION OR SET-OFF AGAINST RENT OR OTHER AMOUNTS DUE UNDER THIS LEASE FOR ANY REASON WHATSOEVER.

Unconditional Obligation. The obligations of the Company to make the Loan Payments and the other payments required by Section 4.2 hereof and to perform and observe the other agreements on its part contained herein shall be absolute and unconditional, irrespective of any defense or any rights of set-off, recoupment or counterclaim it might otherwise have against the Issuer, and during the term of this Agreement, the Company shall pay all payments required to be made on account of this Agreement as prescribed in Section 4.2 and all other payments required hereunder, free of any deductions and without abatement, diminution or set-off. Until such time as the principal of, premium, if any, and interest on, the Bonds shall have been fully paid, or provision for the payment thereof shall have been made as required by the Indenture, the Company (i) will not suspend or discontinue any payments provided for in Section 4.2; (ii) will perform and observe all of its other covenants contained in this Agreement; and (iii) except as provided in Article VIII hereof, will not terminate this Agreement for any cause, including, without limitation, the occurrence of any act or circumstances that may constitute failure of consideration, destruction of or damage to all or a portion of those facilities or equipment comprising the Project, commercial frustration of purpose, any change in the tax or other laws of the United States of America or of the Commonwealth or any political subdivision of either of these, or any failure of the Issuer or the Trustee to perform and observe any covenant, whether express or implied, or any duty, liability or obligation arising out of or connected with this Agreement or the Indenture, except to the extent permitted by this Agreement.

Unconditional Obligation. This Lease Agreement may not be terminated by any Obligor except solely as expressly provided in Section 12(a). Notwithstanding anything to the contrary in this Lease Agreement, subject to the first sentence of this Section 8(b), the Obligors’ obligations to make all payments due under this Lease Agreement through and including the Final Spectrum Lease Payment Date (determined without giving effect to and notwithstanding any failure of the FCC to renew any License(s)) shall be unconditional, irrevocable and irrespective of, without limitation, (1) the validity, enforceability, discharge, disaffirmance, settlement, rejection or compromise (by any Person, including a trustee in bankruptcy) of such obligations or of this Lease Agreement, (2) the absence of any attempt to collect such amounts, (3) the waiver or consent by Lessors with respect to any provision of this Lease Agreement, (4) any change of the time, manner or place of payment, or of any other term, of any lease payment or any other fee or amount required to be paid by the Obligors under this Lease Agreement, (5) any law, regulation or order of any jurisdiction affecting any term of any obligations of the Obligors hereunder or rights of Lessors with respect thereto, (6) any full or partial revocation, cancellation, termination, reclamation, taking, suspension or non-renewal of the Licenses for any reason, including (x) any non-renewal pursuant to Section 7, (y) the failure to satisfy any build-out requirements and (z) any act or omission to act of any officer, employee, member, owner, or other representative of Lessors or any Affiliate of Lessors, where “Affiliate” means, with respect to any Person, any other Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with such Person, “Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ability to exercise voting power, by contract or otherwise (and “Controlled” has the meaning correlative thereto), (7) any default or breach by Lessors or the Obligors under this Lease Agreement, or (8) any other circumstances or occurrences that might otherwise constitute a legal or equitable discharge or defense. The Obligors waive any and all rights to set-offs, withholding, reductions, recovery and counterclaims, presentments and all judicial demands for performance against Lessors. Th...