Effect of Modifications. Except as specifically modified by this Agreement, the Loan Documents shall remain in full force and effect and are enforceable according to their terms. All collateral and/or guarantees listed as security for the indebtedness evidenced by the Note shall continue as security for the same, pursuant to the repayment terms contained in the Loan Documents as modified by this Agreement. By the execution of this Agreement, Borrower represents and warrants to Lender that there are no existing and asserted (nor any basis for any unasserted) claims, counterclaims, defenses, personal or otherwise, or rights of setoff whatsoever between the parties which occurred prior to the date of execution of this Agreement and Borrower expressly waives and relinquishes any such claims, counterclaims, defenses or rights of setoff.
Effect of Modifications. Except as specifically modified by this Agreement, the Note shall remain in full force and effect and are enforceable according to its terms. All collateral and/or guarantees listed as security for the indebtedness evidenced by the Note shall continue as security for the same, pursuant to the repayment terms contained in the Note as modified by this Agreement.
Effect of Modifications. Any amendment, repeal or modification of any provision contained in this Article VIII shall, unless otherwise required by law, be prospective only (except to the extent such amendment or change in law permits the Corporation to further limit or eliminate the liability of directors or officers) and shall not adversely affect any right or protection of any current or former director or officer of the Corporation existing at the time of such amendment, repeal or modification with respect to any acts or omissions occurring prior to such amendment, repeal or modification.
Effect of Modifications. The joint and several liability of the LESSEE and any immediate or remote successor in interest of the LESSEE, shall not be released, discharged or impaired in any respect by any agreement or stipulation made by the LESSOR or any grantee or assignee, by way of mortgage, or otherwise, of the LESSOR, or any such assignees extending the time of or modifying any of the obligations of this LEASE, or any waiver of the LESSOR's failure to enforce any of the obligation of this LEASE, which shall remain in full force and effect and the LESSEE shall continue liable hereunder.
Effect of Modifications. For the avoidance of doubt, the Working Percentages (as defined in the Financial Agreement) with respect to the Country-Specific Percentages, and any calculations to be made hereunder or under the EU Master Agreement or any Covered Agreement using Country-Specific Percentages (or such Working Percentages), including the calculation of any applicable Transfer Price or the Interim Transfer Price, shall be adjusted to reflect any modifications to the Country-Specific Percentages pursuant to this Section 8.5. Each Party shall, and shall cause its Affiliates to, be bound by any such adjustments. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. CONFIDENTIAL TREATMENT REQUESTED UNDER 17 C.F.R. §§ 200.80 (b)(4) AND 230.406
Effect of Modifications. Guarantor acknowledges that its liability under this Guaranty shall be absolute and unconditional and, without limiting the generality of the foregoing, shall not be affected or impaired by (i) any force majeure or act of government in relation to, or directly or indirectly affecting, any of the Agreement, the Guaranteed Liabilities, Seller, Beneficiary or Guarantor, (ii) any change in the financial condition, objects, constituencies or business of Guarantor, Seller or Beneficiary, (iii) any change in the corporate existence, structure, form, name or ownership of Seller or Guarantor or any dissolution, liquidation, reorganization, readjustment, merger, spin-off, consolidation, transformation of corporate form, transfer of establishment or other alteration of the legal status or structure of Seller or Guarantor, (iv) the bankruptcy, winding-up, liquidation, dissolution, insolvency, reorganization or other similar proceeding affecting Seller or its assets or any resulting release, stay or discharge of any Guaranteed Liabilities, (v) any purported or actual assignment of any of the Guaranteed Liabilities or transfer or purported transfer of any property to or from Seller, Guarantor or any other person or entity, (vi) any lack or limitation of power, incapacity or disability on the part of Seller or of its directors, partners or agents or any other irregularity, defect or informality on the part of Seller in the Guaranteed Liabilities or (vii) the existence, validity, enforceability or perfection, or lack of any of the foregoing, of any collateral for any of the Guaranteed Liabilities or any negligence or mistake in handling, disposing of, obtaining or failing to collect or perfect a security interest in any collateral for the Guaranteed Liabilities. Guarantor further agrees and consents that Beneficiary may at any time and from time to time, without notice to or further consent of Guarantor (i) extend or otherwise change the time, manner or place of payment of, accelerate, add, accept, exchange, receive, realize upon, settle, perfect, extend, renew, pay compromise, discharge, release or surrender any collateral for or with respect to, or renew, any or all of the Guaranteed Liabilities, (ii) make any agreement with Seller for the acceleration, addition, acceptance, exchange, receipt, realization, settlement, perfection, extension, renewal, payment, compromise, discharge, release or surrender thereof or composition, forbearance or concession in respect of any o...
Effect of Modifications. Each Guarantor acknowledges that its liability under this Guaranty shall be joint and several and absolute and unconditional and agrees that the Beneficiary or any Secured Counterparty may at any time and from time to time, without notice to or further consent of such Guarantor, extend the time of payment of, exchange or surrender any collateral for, or renew any of the Guaranteed Liabilities, and may also make any agreement with the Company for the extension, renewal, payment, compromise, discharge or release of the Guaranteed Liabilities, in whole or in part, or for any modification of the terms thereof or of the Transaction Agreements, the Fee Letter or any agreement between the Beneficiary or any Secured Counterparty and the Company or any such other party or person, without in any way affecting this Guaranty. Except as expressly set forth in Section 4 hereof, the Guarantors' obligations hereunder with respect to any Guaranteed Liabilities or other amounts owing hereunder shall not be affected by the existence, validity, enforceability, perfection, release or impairment of value of any collateral or any other guaranty for such Guaranteed Liabilities or other amounts owing hereunder.
Effect of Modifications. Except as set forth expressly herein, all terms of the Amended Note Agreement and the Amended Subsidiary Guaranty shall be and remain in full force and effect and shall constitute the legal, valid, binding and enforceable obligations of the Company. The Company understands and agrees that the consent, waiver and agreements contained in Section 1 hereof pertain only to the MetLife Transaction and the Assignment and Assumption. The execution, delivery and effectiveness of this Consent and Waiver shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of the Noteholders under the Note Agreement or the Subsidiary Guaranty, nor constitute a waiver of any provision of the Note Agreement or the Subsidiary Guaranty.
Effect of Modifications. 46 LIST OF EXHIBITS EXHIBIT "A-1" LEGAL DESCRIPTION OF PARCEL 1 EXHIBIT "A-2" LEGAL DESCRIPTION OF PARCEL 2 EXHIBIT "A-3" LEGAL DESCRIPTION OF PARCEL 3 EXHIBIT "B" DESCRIPTION OF PLANS EXHIBIT "C" DEVELOPMENT SCHEDULE EXHIBIT "D" DESCRIPTION OF PROCESS EQUIPMENT EXHIBIT "E" DESCRIPTION OF PROCESS EQUIPMENT PLANS EXHIBIT "F" NONDISCLOSURE AGREEMENT EXHIBIT "G" PERMITTED EXCEPTIONS EXHIBIT "H" NONDISTURBANCE AGREEMENT EXHIBIT "I" MEMORANDUM OF LEASE
Effect of Modifications. It is acknowledged Lenders making loans to ----------------------- Landlord for acquisition and construction of the Premises pursuant to this Lease ("Lenders") may require modifications to the terms of this Lease. Landlord and Tenant shall execute modifications required by Lenders or re-execute a new lease containing the modifications required by Lenders unless such modifications materially adversely effect the rights or liabilities of such party under this Lease.
