Common use of Guarantors as Principal Debtors Clause in Contracts

Guarantors as Principal Debtors. As between each Guarantor and the Senior Finance Parties but without affecting the obligations of any Borrower, each Guarantor shall be liable under Clause 24.1 (Guarantee) as if it were the sole principal debtor and not merely a surety provided, however, that no guarantee under Clause 24.1 (Guarantee) may be construed as a collateral promise (Bürgschaft/ Schuldmitübernahme/Schuldbeitritt) of the guarantor under German law. Accordingly, its obligations thereunder and any liability deriving therefrom shall not be discharged or affected by any circumstance which would so discharge or affect such obligations or liability if such Guarantor were the sole principal debtor including: (a) any time, indulgence, waivers or consents given to any Obligor or any other person; (b) any amendment, variation or modification to any Finance Document or any other security or guarantee or any increase in the amount of the Facilities; (c) the making or absence of any demand on any Obligor or any other person for payment or performance of any other obligations, or the application of any moneys at any time received from any Obligor or any other person; (d) the enforcement, perfecting or protecting of or absence of enforcement, perfecting or protecting of any security, guarantee or undertaking (including, without limitation, all or any of the obligations and liabilities of any Obligor); (e) the release, taking, giving or abstaining from taking of any security, guarantee or undertaking (including, without limitation, the Senior Finance Documents); (f) the insolvency, winding-up, administration, receivership or the commencement of any other insolvency procedure under the laws of any relevant jurisdiction in relation to any Obligor, any Senior Finance Party or any other person or the making of any arrangement or composition with or for the benefit of creditors by any other Obligor, any Senior Finance Party or any other person; (g) any amalgamation, merger or change in constitution in relation to any Obligor, any Senior Finance Party or any other person; (h) the illegality, invalidity or unenforceability of or any defect in any provision of any Finance Document or any security, obligations or liabilities arising or expressed to arise thereunder; (i) any Senior Finance Party ceasing or refraining from giving credit or making loans or advances to or otherwise dealing with any Obligor or any other person or any other security, guarantee or undertaking; (j) any legal limitation, incapacity, lack of power or authority of any Obligor or any other person; or (k) any other circumstance which, but for this provision, might operate to release or otherwise exonerate the Guarantor from its obligations hereunder.

Guarantors as Principal Debtors. As between each Guarantor and the Senior Finance Parties but without affecting the obligations of any the Borrower, each Guarantor shall be liable under Clause 24.1 23.1 (Guarantee) as if it were the sole principal debtor and not merely a surety provided, however, that no guarantee under Clause 24.1 (Guarantee) may be construed as a collateral promise (Bürgschaft/ Schuldmitübernahme/Schuldbeitritt) of the guarantor under German lawsurety. Accordingly, its obligations thereunder and any liability deriving therefrom shall not be discharged or affected by any circumstance which would so discharge or affect such obligations or liability if of such Guarantor were the sole principal debtor including: (a) any time, indulgence, waivers or consents given to any Obligor or any other person; (b) any amendment, variation or modification to any Senior Finance Document or any other security or guarantee or any increase in the amount of the Facilities; (c) the making or absence of any demand on any Obligor or any other person for payment or performance of any other obligations, or the application of any moneys at any time received from any Obligor or any other person; (d) the enforcement, perfecting or protecting of or absence of enforcement, perfecting or protecting of any security, guarantee or undertaking (including, without limitation, all or any of the obligations and liabilities of any Obligor); (e) the release, taking, giving or abstaining from taking of any security, guarantee or undertaking (including, without limitation, the Senior Finance Documents); (f) the insolvency, winding-up, administration, receivership or the commencement of any other insolvency procedure under the laws of any relevant jurisdiction in relation to any Obligor, any Senior Finance Party or any other person or the making of any arrangement or composition with or for the benefit of creditors by any other Obligor, any Senior Finance Party or any other person; (g) any amalgamation, merger or change in constitution in relation to any Obligor, any Senior Finance Party or any other person; (h) the illegality, invalidity or unenforceability of or any defect in any provision of any Finance Document or any security, obligations or liabilities arising or expressed to arise thereunder; (i) any Senior Finance Party ceasing or refraining from giving credit or making loans or advances to or otherwise dealing with any Obligor or any other person or any other security, guarantee or undertaking; (j) any legal limitation, incapacity, lack of power or authority of any Obligor or any other person; or (kj) any other circumstance which, but for this provision, might operate to release or otherwise exonerate the Guarantor from its obligations hereunder.

Guarantors as Principal Debtors. As between each Guarantor and the Senior Finance Parties but without affecting the obligations of any Borrower, each Guarantor shall be liable under Clause 24.1 18.1 (Guarantee) as if it were the sole principal debtor and not merely a surety provided, however, that no guarantee under Clause 24.1 (Guarantee) may be construed as a collateral promise (Bürgschaft/ Schuldmitübernahme/Schuldbeitritt) of the guarantor under German lawsurety. Accordingly, its obligations thereunder and any liability deriving therefrom shall not be discharged or affected by (and each Guarantor hereby irrevocably waives any defences it may now or hereafter acquire in any way relating to) any circumstance which would so discharge or affect such obligations or liability if such Guarantor were the sole principal debtor including: (a) any time, indulgence, waivers or consents given to any Obligor or any other person; (b) any amendment, variation or modification to any Finance Document or any other security or guarantee or any increase in the amount of the Facilities; (c) the making or absence of any demand on any Obligor or any other person for payment or performance of any other obligations, or the application of any moneys at any time received from any Obligor or any other person; (d) the enforcement, perfecting or protecting of or absence of enforcement, perfecting or protecting of any security, guarantee or undertaking (including, without limitation, all or any of the obligations and liabilities of any Obligor); (e) the release, taking, giving or abstaining from taking of any security, guarantee or undertaking (including, without limitation, the Senior Finance Documents); (f) the insolvency, winding-up, administration, receivership or the commencement of any other insolvency procedure under the laws of any relevant jurisdiction in relation to any Obligor, any Senior Finance Party or any other person or the making of any arrangement or composition with or for the benefit of creditors by any other Obligor, any Senior Finance Party or any other person; (g) any amalgamation, merger or change in constitution in relation to any Obligor, any Senior Finance Party or any other person; (h) the illegality, invalidity or unenforceability of or any defect in any provision of any Finance Document or any security, obligations or liabilities arising or expressed to arise thereunder; (i) any Senior Finance Party ceasing or refraining from giving credit or making loans or advances to or otherwise dealing with any Obligor or any other person or any other security, guarantee or undertaking; (j) any legal limitation, incapacity, lack of power or authority the failure of any Senior Finance Party to disclose to any Obligor any information relating to the business, assets, financial condition or prospects of any other personObligor now or hereafter known to such Senior Finance Party (each Guarantor waiving any duty on the part of the Senior Finance Parties to disclose such information); or (k) any other circumstance which, but for this provision, might operate to release or otherwise exonerate the such Guarantor from its obligations hereunder.