Borrower's Obligation Absolute Clause Samples
The 'Borrower's Obligation Absolute' clause establishes that the borrower's duty to repay the loan and fulfill related obligations remains unconditional and unaffected by external circumstances. In practice, this means that even if the lender fails to perform certain actions, or if there are disputes, set-offs, or counterclaims, the borrower must still make payments as agreed. This clause ensures that the lender's right to receive payment is protected regardless of other issues, thereby reducing the lender's risk and providing certainty in the enforcement of the loan agreement.
Borrower's Obligation Absolute. The Borrower's obligation to pay each Creditor hereunder and under the Note shall be absolute, unconditional and irrevocable, and shall be paid strictly in accordance with the terms hereof and thereof, under any and all circumstances and irrespective of any set-off, counterclaim or defense to payment which the Borrower may have or may have had against the Creditors.
Borrower's Obligation Absolute. The obligation of the Borrower to pay the Agent for each drawing under a Letter of Credit shall be irrevocable, shall not be subject to any qualification or exception whatsoever and shall be binding in accordance with the terms and conditions of this Agreement under all circumstances, including the following circumstances:
(i) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(ii) the existence of any claim, set-off, defense or right which the Borrower or the account party may have at any time against a beneficiary of any Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), the Lender or any other Person, whether in connection with this Agreement, or any Letter of Credit, the transactions contemplated herein or any unrelated transactions;
(iii) any draft, certificate or any other document presented under any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(iv) the surrender or impairment of any security for the performance or observance of any of the terms of this Agreement or the other Loan Documents;
(v) any failure of the Agent to provide notice to the Borrower of any drawing under any Letter of Credit;
(vi) the occurrence or continuance of any Default; or
(vii) any other reason. Nothing contained herein shall be deemed to relieve the issuer of a Letter of Credit from liability for errors or omissions in connection with its honoring of any drawing under such Letter of Credit if such errors or omissions result from the gross negligence or willful misconduct of such issuer (but without in any way impairing Borrower’s obligations under this Section 3.10.3).
Borrower's Obligation Absolute. The Borrowers’ obligation to pay each Creditor hereunder and under the Notes shall be absolute, unconditional, irrevocable and joint and several, and shall be paid strictly in accordance with the terms hereof and thereof, under any and all circumstances and irrespective of any setoff, counterclaim or defense to payment which the Borrowers may have or may have had against any Creditor. If (and only if) requested by a Lender, the Borrowers shall promptly deliver to such Lender a Note evidencing such Lender’s portion of the Loan or a Class.”;
(m) Section 5.7 of the Credit Facility Agreement is hereby deleted in its entirety;
(n) Section 15.3 of the Credit Facility Agreement is hereby deleted in its entirety and restated as follows:
Borrower's Obligation Absolute. Without limitation ------------------------------
Borrower's Obligation Absolute. The obligation of the Borrower to reimburse the Administrative Agent for the account of the Lenders, for each drawing under a Letter of Credit shall be irrevocable, shall not be subject to any qualification or exception whatsoever and shall be binding in accordance with the terms and conditions of this Agreement under all circumstances, including, without limitation the following circumstances:
(i) any lack of validity or enforceability of this Agreement or any of the other Credit Documents;
(ii) the existence of any claim, set-off, defense or right which the Borrower may have at any time against a beneficiary of any Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), the Administrative Agent, the Lenders or any other Person, whether in connection with this Agreement, or any Letter of Credit, the transactions contemplated herein or any unrelated transactions; (iii) any draft, certificate or any other document presented under any Letter of Credit proving to be forged, fraudulent, invalid or insufficient (unless, in each case, manifestly so) in any respect or any statement therein being untrue or inaccurate in any respect;