Effect of Obligations Sample Clauses

Effect of Obligations. Termination of this Agreement pursuant to this Article IX shall terminate all obligations of the Parties and this Agreement shall become void and have no effect without any liability on the part of any Party or the shareholders, directors or officers of the Seller or the Buyer in respect thereof, except for the obligations under Sections 5.8, and 10.1; provided, however, that termination pursuant to clause (b) of Section 9.1 shall not relieve the defaulting or breaching party from any liability to the other party hereto.
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Effect of Obligations. Termination of this Agreement pursuant to this Article shall terminate all obligations of the parties hereunder, except for the obligations under Sections 4.02, 10.07, 13.02 and 13.15 and the Escrow Agreement.
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Effect of Obligations. (a) If this agreement is terminated for any reason other than pursuant to Section 6.2(c), all obligations of the parties hereunder shall cease upon such termination; provided, however, that the provisions of this Section 6 (Termination) and Section 8 (Miscellaneous) shall survive any such termination of this Agreement. (b) If this agreement is terminated pursuant to Section 6.2(c), all obligations of the parties shall continue to be of full force and effect until such time as arbitrator determines if the ACON Entities and/or Parent have breached their respective obligations under this Agreement in accordance with Section 6.2(c) and Exhibit B. (c) Nothing herein shall relieve any party from any liability for (i) any willful, material breach of a representation or warranty contained herein (except for any representations and warranties that are qualified by their terms as to materiality, which such representations and warranties so qualified shall be true in all respects), (ii) any intentional failure to perform and satisfy in all material respects all of the agreements and covenants to be performed hereunder and under the agreements, documents and instruments contemplated hereby at or prior to the Signing and (iii) any intentional failure to perform and satisfy the conditions contained in this Agreement and the other agreements, documents and instruments contemplated hereby.
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Effect of Obligations. 38 ARTICLE 11
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Effect of Obligations. The obligations imposed by Section 2.02(b) on the remaining Owners of the same class as of the Offered Interests to purchase the Offered Interests shall be joint and several vis-a-vis those remaining Owners and the Offering Owner and his Spouse. However, the said remaining Owners may, amongst themselves, divide these obligations amongst them as they may agree; provided, however, that in the absence of any such agreement, these obligations shall be divided in accordance with the percentage of the Interests of each remaining Owner in the same class as the Offered Interests as of the date of commencement of the obligations of the remaining Owners pursuant to Section 2.02(b) shall bear to the total percentage Interests of all remaining Owners of the same class of Interests as the Offered Interests as of the date of commencement of the said obligations pursuant to Section 2.02(b).
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Effect of Obligations. 91 SECTION 11 INDEMNITY Indemnity .............................................................91 SECTION 12 MISCELLANEOUS
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Effect of Obligations. The Parties acknowledge that the CID Act and the Petition authorize the District to issue or cause the issuance of the Obligations and that the priority for distribution of the District Revenues set forth in Section 3.4 may be modified by Bond Documents. In the event of a conflict between the terms of this Agreement and any documents creating Obligations, the documents creating the Obligations will control with respect to priority of disbursement of District Revenues (so long as the payments due to the City pursuant to Section 3.4.A.1 are not affected).
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Effect of Obligations. No Bank shall, as between the Borrower and that Bank, be relieved of any of its obligations hereunder as a result of any granting of participations in all or any part of the Revolving Loans or Revolving Loan Commitments of that Bank or any other Obligations owed to such Bank. Each Bank shall, as between the Borrower and that Bank, be relieved of its obligations hereunder as a result of any sale, assignment, transfer or negotiation of all or any part of the Revolving Loans or Revolving Loan Commitments of that Bank or any other Obligations owed to such Bank made in accordance with Section 10.1 hereof.
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Effect of Obligations. Termination of this Agreement pursuant to Section 6.1, above, shall terminate all obligations of the parties hereunder and this Agreement shall become void and have no effect without any liability of any kind on the part of any party; provided, however, that termination pursuant to Section 6.1, above, by the nondefaulting or nonbreaching party shall not relieve the defaulting or breaching party from any liability to the nondefaulting or nonbreaching party which accrued prior to such termination.
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Related to Effect of Obligations

  • Survival of Obligations Without prejudice to Sections 2(a)(iii) and 6(c)(ii), the obligations of the parties under this Agreement will survive the termination of any Transaction.

  • SURVIVAL OF OBLIGATION Termination of this ESA for any reason shall not relieve the Town or the Competitive Supplier of any obligation accrued or accruing prior to such termination.

  • SURVIVABILITY OF OBLIGATIONS All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract.

  • Duration of Obligations The Contractor’s obligations under this clause shall continue in full force and effect and be coterminous with the Contract. However, the obligations not to use or disclose, and to return on request or destroy Protected Information already disclosed to the Contractor at the time of termination shall continue for as long as Contractor holds the Protected Information.

  • Status of Obligations In the event that the Borrower or any other Loan Party shall at any time issue or have outstanding any Subordinated Indebtedness, the Borrower shall take or cause such other Loan Party to take all such actions as shall be necessary to cause the Secured Obligations to constitute senior indebtedness (however denominated) in respect of such Subordinated Indebtedness and to enable the Administrative Agent and the Lenders to have and exercise any payment blockage or other remedies available or potentially available to holders of senior indebtedness under the terms of such Subordinated Indebtedness. Without limiting the foregoing, the Secured Obligations are hereby designated as “senior indebtedness” and as “designated senior indebtedness” and words of similar import under and in respect of any indenture or other agreement or instrument under which such Subordinated Indebtedness is outstanding and are further given all such other designations as shall be required under the terms of any such Subordinated Indebtedness in order that the Lenders may have and exercise any payment blockage or other remedies available or potentially available to holders of senior indebtedness under the terms of such Subordinated Indebtedness.

  • Extent of Obligations The Parties shall ensure that all necessary measures are taken in order to give effect to the provisions of this Agreement in their respective territories, including ensuring that their respective regional and local governments and authorities, and non- governmental bodies in the exercise of governmental powers delegated to them by central, regional and local governments or authorities observe all obligations and commitments under this Agreement.

  • Reaffirmation of Obligations Each Loan Party (a) acknowledges and consents to all of the terms and conditions of this Amendment, (b) affirms all of its obligations under the Loan Documents and (c) agrees that this Amendment and all documents executed in connection herewith do not operate to reduce or discharge such Loan Party’s obligations under the Loan Documents.

  • Mitigation of Obligations If any Lender requests compensation under Section 2.18, or if the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 2.20, then such Lender shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the sole judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable under Section 2.18 or Section 2.20, as the case may be, in the future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all costs and expenses incurred by any Lender in connection with such designation or assignment.

  • Payment of Obligations Pay, discharge or otherwise satisfy at or before maturity or before they become delinquent, as the case may be, all its material obligations of whatever nature, except where the amount or validity thereof is currently being contested in good faith by appropriate proceedings and reserves in conformity with GAAP with respect thereto have been provided on the books of the Borrower or its Subsidiaries, as the case may be.

  • Guaranty of Obligations The Guarantor hereby absolutely, irrevocably and unconditionally guarantees to Administrative Agent, for the benefit of the Lenders, jointly and severally with all existing and future guarantors of the Obligations, the payment and performance of the Obligations as and when the same shall be due and payable, whether by lapse of time, by acceleration of maturity or otherwise. The Guarantor hereby absolutely, irrevocably and unconditionally covenants and agrees that it is liable, jointly and severally with all existing and future guarantors of the Obligations, for the Obligations as a primary obligor, and that the Guarantor shall fully perform each and every term and provision hereof. This Guaranty is a guaranty of payment and not of collection only. Administrative Agent shall not be required to exhaust any right or remedy or take any action against Borrower or any other person or entity. The Guarantor agrees that, as between the Guarantor and Administrative Agent and the Lenders, the Obligations may be declared to be due and payable for the purposes of this Guaranty notwithstanding any stay, injunction or other prohibition which may prevent, delay or vitiate any declaration as regards Borrower and that in the event of a declaration or attempted declaration, the Obligations shall immediately become due and payable by the Guarantor for the purposes of this Guaranty. Without limiting the generality of the foregoing, the Guarantor, and by its acceptance of this Guaranty, Administrative Agent, for the benefit of the Lenders, hereby confirms that the parties intend that this Guaranty not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law (as defined below), the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal, state or foreign law to the extent applicable to this Guaranty. In furtherance of that intention, the liabilities of the Guarantor under this Guaranty (the “Liabilities”) shall be limited to the maximum amount that will, after giving effect to such maximum amount and all other contingent and fixed liabilities of the Guarantor that are relevant under such laws, and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of any other person with respect to the Liabilities, result in the Liabilities of the Guarantor under this Guaranty not constituting a fraudulent transfer or conveyance. For purposes hereof, “Bankruptcy Law” means Title 11, U.S. Code, or any similar federal, state or foreign law for the relief of debtors. This paragraph with respect to the maximum liability of the Guarantor is intended solely to preserve the rights of the Administrative Agent, for the benefit of the Lenders, to the maximum extent not subject to avoidance under applicable law, and neither the Guarantor nor any other person or entity shall have any right or claim under this paragraph with respect to such maximum liability, except to the extent necessary so that the obligations of the Guarantor hereunder shall not be rendered voidable under applicable law. The Guarantor agrees that the Obligations may at any time and from time to time exceed the maximum liability of the Guarantor without impairing this Guaranty or affecting the rights and remedies of the Administrative Agent on behalf of the Lenders, hereunder, provided that, nothing in this sentence shall be construed to increase the Guarantor's obligations hereunder beyond its maximum liability.

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