Common use of Guarantor's Obligations Not Affected Clause in Contracts

Guarantor's Obligations Not Affected. The obligations of Guarantor under this Guarantee shall remain in full force and effect without regard to, and shall not be impaired or affected by: 3.3.1 any extension, indulgence or renewal in respect of the payment of any amount payable, or the performance of any Obligation; or 3.3.2 any amendment or modification of or addition or supplement to or deletion from any of the terms of any OP Document, or any other agreement (including, without limitation, any collateral security, other guarantee, if any, or other credit support or right of offset with respect thereto) which may be made relating to any OP Document or any Obligation; or 3.3.3 any compromise, waiver, release or consent or other action or inaction in respect of any of the terms of any OP Document, or any other agreement (including, without limitation, any collateral security, other guarantee, if any, or other credit support or right of offset with respect thereto) which may be made relating to any OP Document or any Obligation; or 3.3.4 any exercise or non-exercise by any of the Beneficiaries of any right, power, privilege or remedy under or in respect of this Guarantee or any OP Document, or any waiver of any such right, power, privilege or remedy or of any default in respect of this Guarantee or any OP Document or any guarantee or other agreement executed pursuant hereto, or any receipt of any security or any release of any security; or 3.3.5 any bankruptcy, insolvency, reorganization, arrangement, adjustment, composition, dissolution, liquidation, or the like, of the Owner Participant, Guarantor or any other Person; or 3.3.6 any limitation of the liability of the Owner Participant under the terms of any OP Document which may now or hereafter be imposed by any statute, regulation or rule of law; or 3.3.7 any merger or consolidation of the Owner Participant or Guarantor into or with any other person or entity, or any sale, lease or transfer of any or all of the assets of the Owner Participant or Guarantor to any other person or entity; or 3.3.8 any indebtedness of the Owner Participant to any person or entity, including Guarantor; or 3.3.9 any claim, set-off, deduction or defense Guarantor or the Owner Participant may have against any of the Beneficiaries, whether hereunder or under any OP Document or independent of or unrelated to the transactions contemplated by the OP Documents; or 3.3.10 any change in law; or 3.3.11 absence of any notice to, or knowledge by, Guarantor of the existence or occurrence of any of the matters or events set forth in the foregoing subdivisions (a) through (j); or 3.3.12 any sale, transfer or other disposition by the Owner Participant of any right, title or interest in and to any OP Document or the Aircraft; or 3.3.13 any other circumstance whatsoever, whether similar or dissimilar to the foregoing, whether foreseen or unforeseen, that might otherwise constitute a legal or equitable defense or discharge of the liabilities of a guarantor or surety or that might otherwise limit recourse against Guarantor. No obligations of the Owner Participant are affected hereby.

Guarantor's Obligations Not Affected. The Guarantor expressly agrees that the duties and obligations of Guarantor under this Guarantee Guaranty shall remain in full force and effect effect, without the necessity of any reservation of rights against Guarantor or notice to or further assent by Guarantor at any time and from time to time, in whole or in part, and without regard to, and shall not be impaired impaired, released, discharged, terminated or affected byby any of the following actions or the occurrence of any of the following events: 3.3.1 (a) any extension, indulgence modification, amendment or renewal in respect of the payment of any amount payableof, or the performance of any Obligation; or 3.3.2 any amendment or modification of or termination, addition or supplement to to, or deletion from from, any of the terms of any OP Documentor indulgence with respect to, or substitutions for, or the taking of any action or the giving of any consent with respect to, the Obligations or any part thereof or any Operative Agreement or other agreement relating thereto at any time; (includingb) any failure, without limitationrefusal or omission to enforce any right, power or remedy with respect to the Obligations or any collateral security, other guarantee, if any, part thereof or any Operative Agreement or other credit support or right of offset with respect agreement relating thereto; (c) which may be made relating to any OP Document or any Obligation; or 3.3.3 any compromise, waiver, release or consent or other action or inaction in respect of any of the terms of any OP Document, or any other agreement (including, without limitation, any collateral security, other guarantee, if any, or other credit support or right of offset with respect thereto) which may be made relating to any OP Document or any Obligation; or 3.3.4 any exercise or non-exercise by any of the Beneficiaries waiver of any right, power, privilege or remedy under or in respect of this Guarantee or any OP Document, or any waiver of any such right, power, privilege power or remedy or of any default in with respect of this Guarantee to the Obligations or any OP Document part thereof or any guarantee Operative Agreement or other agreement executed pursuant heretorelating thereto or to provide for any insurance on the Facility, or to establish or maintain the priority or perfection of any interest in the Facility; (d) any release, surrender, compromise, settlement, waiver, subordination or modification, with or without consideration, of any collateral security or other guarantees with respect to the Obligations or any part thereof, or any receipt other obligation of any security Person with respect to the Obligations or any part thereof; (e) the lack of genuineness, unenforceability, impossibility of performance or invalidity of the Obligations or any part thereof or the lack of genuineness, unenforceability, impossibility of performance or invalidity of any Operative Agreement or other agreement relating thereto or the power or authority or lack of power or authority of Agent or Lessee to execute and deliver the Operative Agreements or to perform any of its obligations thereunder or the lack of existence or continuance of Agent, Lessee or any other Person as a legal entity; (f) any change in the ownership of Agent or Lessee or the insolvency, bankruptcy or any other change in the legal status of Agent or Lessee or any rejection, modification or release of the obligations of Agent, Lessee or those of any security; or 3.3.5 Person under the Operative Agreements as a result of any bankruptcy, insolvency, reorganization, arrangementinsolvency or similar proceeding; (g) the change in or the imposition of any Applicable Laws or other governmental act that does or might impair, adjustmentdelay or in any way affect the validity, composition, dissolution, liquidationenforceability, or the likepayment when due, of the Owner ParticipantObligations to the extent not prohibited by Applicable Laws or otherwise; (h) the existence of any claim, counterclaim, setoff or other rights that Guarantor may have at any time against Agent or any other Person; or 3.3.6 any limitation Person in connection herewith or with an unrelated transaction (other than the defense of prior payment or performance by Guarantor, Agent, Lessee or otherwise of the liability of the Owner Participant under the terms of any OP Document which may now or hereafter be imposed by any statute, regulation or rule of law; orObligations); 3.3.7 (i) any merger or consolidation of the Owner Participant Agent, Lessee or Guarantor into or with any other person or entityPerson, or any sale, lease or transfer of any or all of the assets of the Owner Participant Agent, Lessee or Guarantor to any other person Person; (j) the rights, powers or entityprivileges Beneficiary may now or hereafter have against any Person or collateral; (k) any assignment of any Operative Agreement or subletting of the Facility or any part thereof or any transfer, sale or other disposition of the Facility or any destruction of the Facility or any failure of title with respect to any interest in the Facility of Beneficiary, Agent or Lessee; (l) any exercise by the Agent of its Purchase Option or Lease Option under the Construction Agency Agreement or any exercise by Beneficiary of its Owner's Remarketing Requirement under the Construction Agency Agreement in respect of some or all Purchase Agreements or some or all Equipment or any exercise by Lessee of its Lease Purchase Option or Lease Remarketing Option under the Lease in respect of the Facility; (m) the failure of Guarantor to receive any benefit from or as a result of its execution, delivery and performance of this Guaranty; or 3.3.8 (n) any indebtedness of the Owner Participant other action, omission, occurrence or circumstance whatsoever which may in any manner or to any person or entity, including Guarantor; or 3.3.9 any claim, set-off, deduction or defense Guarantor or the Owner Participant may have against any of the Beneficiaries, whether hereunder or under any OP Document or independent of or unrelated to the transactions contemplated by the OP Documents; or 3.3.10 any change in law; or 3.3.11 absence of any notice to, or knowledge by, Guarantor of the existence or occurrence of any of the matters or events set forth in the foregoing subdivisions (a) through (j); or 3.3.12 any sale, transfer or other disposition by the Owner Participant of any right, title or interest in and to any OP Document or the Aircraft; or 3.3.13 any other circumstance whatsoever, whether similar or dissimilar to the foregoing, whether foreseen or unforeseen, that might otherwise extent constitute a legal or equitable defense of Guarantor (other than the defense of prior payment or performance by Guarantor, Agent, Lessee or otherwise of the Obligations) or vary the risk, prejudice any rights of subrogation, limit the recourse or effect a discharge of Guarantor hereunder as a matter of law or otherwise (other than the liabilities defense of a guarantor prior payment or surety performance by Guarantor, Agent, Lessee or otherwise of the Obligations); provided that might otherwise limit recourse against Guarantor. No the specific enumeration of the above-mentioned acts, failures or omissions shall not be deemed to exclude any other acts, failures or omissions, that are not specifically mentioned above, it being the purpose and intent of this paragraph that the obligations of Guarantor hereunder shall be absolute and unconditional and shall not be discharged, impaired or varied except by the Owner Participant are affected herebypayment, observance or performance to Beneficiary of Agent's and Lessee's obligations under the Operative Agreements, and then only to the extent of such payments, observance or performance. In order to hold Guarantor liable hereunder, there shall be no obligation on the part of Beneficiary at any time to enforce or attempt to enforce any right or remedy against Agent or Lessee or to resort to any collateral, property or estates or any other rights or remedies whatsoever. Without limiting the foregoing, it is understood that repeated and successive demands may be made and recoveries may be had hereunder but without duplication of payment as and when, from time to time, Agent or Lessee shall default under the terms of any of the Operative Agreements and that notwithstanding the recovery hereunder for or in respect of any given default by Agent or Lessee under any of the Operative Agreements, this Guaranty shall remain in full force and effect and shall apply to each and every subsequent default. Each and every default in any payment, observance or performance of any Obligation of Agent or Lessee under the Operative Agreements shall give rise to a separate claim and cause of action hereunder, and, subject to the Intercreditor Agreement, separate claims or suits may be made and brought, as the case may be, hereunder as each such default occurs.

Guarantor's Obligations Not Affected. The Each Guarantor expressly agrees that the duties and obligations of such Guarantor under this Guarantee Guaranty shall remain in full force and effect effect, without the necessity of any reservation of rights against such Guarantor or notice to or further assent by such Guarantor at any time and from time to time, in whole or in part, and without regard to, and shall not be impaired impaired, released, discharged, terminated abated, deferred, diminished, modified or affected byaffected, in whole or in part, by any event, condition, occurrence, circumstance, proceeding, action or failure to act, with or without notice to, or the knowledge or consent of, such Guarantor, including, without limitation: 3.3.1 (a) any extension, indulgence modification or renewal in respect of the payment of any amount payableof, or the performance of any Obligation; or 3.3.2 any amendment or modification of or termination, addition or supplement to to, or deletion from from, any of the terms of any OP Documentor indulgence with respect to, or substitutions for, or forbearance of the Obligations or the Indebtedness or any other part thereof or any agreement (relating thereto at any time, including, without limitation, any collateral securityof the Operative Documents; (b) any failure, other guaranteerefusal or omission to enforce any right, if any, power or other credit support or right of offset remedy with respect thereto) which may be made relating to any OP Document the Obligations or the Indebtedness or any Obligation; or 3.3.3 any compromise, waiver, release or consent or other action or inaction in respect of any of the terms of any OP Document, part thereof or any other agreement (relating thereto at any time, including, without limitation, any collateral security, other guarantee, if any, or other credit support or right of offset with respect thereto) which may be made relating to any OP Document or any Obligation; or 3.3.4 any exercise or non-exercise by any of the Beneficiaries Operative Documents; (c) any waiver of any right, power, privilege or remedy under or in respect of this Guarantee or any OP Document, or any waiver of any such right, power, privilege power or remedy or of any default in with respect of this Guarantee to the Obligations or the Indebtedness or any OP Document part thereof or any guarantee agreement relating thereto at any time, including, without limitation, any of the Operative Documents; (d) any release, surrender, compromise, settlement, waiver, subordination or modification, with or without consideration, of any other agreement executed pursuant heretoguaranties with respect to the Obligations, the Indebtedness or the obligations under the Beneficiary Guaranties or any part thereof, or any receipt other obligation of any security Person with respect to the Obligations, the Indebtedness or the obligations under the Beneficiary Guaranties or any release part thereof; (e) the lack of genuineness, unenforceability or invalidity of the Obligations or the Indebtedness or any part thereof or any agreement relating thereto at any time, including, without limitation, any of the Operative Documents; (f) except as may be otherwise expressly provided in the Indenture or this Guaranty, any change in the ownership of Borrower, Equity or JV or the insolvency, bankruptcy or any other change in the legal status of Borrower, Equity, JV or any Guarantor or any rejection or modification of the obligations of Borrower or those of any security; or 3.3.5 Person under the Operative Documents as a result of any bankruptcy, insolvency, reorganization, arrangementinsolvency or similar proceeding; (g) the change in or the imposition of any applicable laws and regulations or other governmental act that does or might impair, adjustmentdelay or in any way affect the validity, composition, dissolution, liquidationenforceability, or the likepayment when due, of the Owner ParticipantObligations, the Indebtedness or the obligations under the Beneficiary Guaranties to the extent not prohibited by Applicable Laws and Regulations or otherwise; (h) the existence of any claim, set off or other rights or defenses (other than the defense of prior payment or performance) that any Guarantor may have at any time against Borrower or any Beneficiary, Lender or any other Person; or 3.3.6 any limitation of Person in connection herewith or with an unrelated transaction and the liability of the Owner Participant under the terms existence of any OP Document which claim, setoff or other rights or defenses that any Beneficiary may now have against any Guarantor, Borrower, Lender or hereafter be imposed by any statute, regulation other Person in connection with the Operative Documents or rule of law; orwith an unrelated transaction; 3.3.7 (i) any merger or consolidation of the Owner Participant Borrower, Equity, JV or any Guarantor into or with any other person or entityPerson, or or, except as may be otherwise expressly provided in the Indenture, any sale, lease or transfer of any or all of the assets of the Owner Participant Borrower, Equity, JV or any Guarantor to any other person Person; (j) the rights, powers or entity; or 3.3.8 privileges any indebtedness of the Owner Participant to any person Beneficiary or entity, including Guarantor; or 3.3.9 any claim, set-off, deduction Lender may now or defense Guarantor or the Owner Participant may hereafter have against any Person or collateral; (k) any defect in title, condition, operation or fitness of use of any Property, any casualty or condemnation affecting any Property or any sublease, assignment, renewal, extension or other transfer or continuation of Borrower's rights under the Operative Documents, whether in accordance with the terms of the BeneficiariesOperative Documents or otherwise; (l) any exchange, whether hereunder surrender or under release, in whole or in part, of any OP Document or independent of or unrelated to the transactions contemplated security which may be held by the OP Lender under the Operative Documents; or 3.3.10 (m) any change other action, omission, occurrence or circumstance whatsoever which may in law; or 3.3.11 absence of any notice to, manner or knowledge by, Guarantor of the existence or occurrence of any of the matters or events set forth in the foregoing subdivisions (a) through (j); or 3.3.12 any sale, transfer or other disposition by the Owner Participant of any right, title or interest in and to any OP Document extent vary the risk or the Aircraft; or 3.3.13 any other circumstance whatsoever, whether similar or dissimilar to the foregoing, whether foreseen or unforeseen, that might otherwise constitute effect a legal or equitable defense or discharge of the liabilities any Guarantor hereunder as a matter of a guarantor law or surety or that might otherwise limit recourse against Guarantor. No obligations of the Owner Participant are affected herebyotherwise.

Guarantor's Obligations Not Affected. The obligations of Guarantor under this Guarantee shall remain in full force and effect without regard to, and shall not be impaired or affected by: 3.3.1 (a) any extension, indulgence or renewal in respect of the payment of any amount payable, or the performance of any Obligation; or 3.3.2 (b) any amendment or modification of or addition or supplement to or deletion from any of the terms of any OP Document, or any other agreement (including, without limitation, any collateral security, other guarantee, if any, or other credit support or right of offset with respect thereto) which may be made relating to any OP Document or any Obligation; or 3.3.3 (c) any compromise, waiver, release or consent or other action or inaction in respect of any of the terms of any OP Document, or any other agreement (including, without limitation, any collateral security, other guarantee, if any, or other credit support or right of offset with respect thereto) which may be made relating to any OP Document or any Obligation; or 3.3.4 (d) any exercise or non-exercise by any of the Beneficiaries of any right, power, privilege or remedy under or in respect of this Guarantee or any OP Document, or any waiver of any such right, power, privilege or remedy or of any default in respect of this Guarantee or any OP Document or any guarantee or other agreement executed pursuant hereto, or any receipt of any security or any release of any security; or 3.3.5 (e) any bankruptcy, insolvency, reorganization, arrangement, adjustment, composition, dissolution, liquidation, or the like, of the Owner Participant, Guarantor or any other Person; or 3.3.6 (f) any limitation of the liability of the Owner Participant under the terms of any OP Document which may now or hereafter be imposed by any statute, regulation or rule of law; or 3.3.7 any merger or consolidation of the Owner Participant or Guarantor into or with any other person or entity, or any sale, lease or transfer of any or all of the assets of the Owner Participant or Guarantor to any other person or entity; or 3.3.8 any indebtedness of the Owner Participant to any person or entity, including Guarantor; or 3.3.9 any claim, set-off, deduction or defense Guarantor or the Owner Participant may have against any of the Beneficiaries, whether hereunder or under any OP Document or independent of or unrelated to the transactions contemplated by the OP Documents; or 3.3.10 any change in law; or 3.3.11 absence of any notice to, or knowledge by, Guarantor of the existence or occurrence of any of the matters or events set forth in the foregoing subdivisions (a) through (j); or 3.3.12 any sale, transfer or other disposition by the Owner Participant of any right, title or interest in and to any OP Document or the Aircraft; or 3.3.13 any other circumstance whatsoever, whether similar or dissimilar to the foregoing, whether foreseen or unforeseen, that might otherwise constitute a legal or equitable defense or discharge of the liabilities of a guarantor or surety or that might otherwise limit recourse against Guarantor. No obligations of the Owner Participant are affected hereby.

Guarantor's Obligations Not Affected. The Each Guarantor expressly agrees that the duties and obligations of such Guarantor under this Guarantee Guaranty shall remain in full force and effect effect, without the necessity of any reservation of rights against such Guarantor or notice to or further assent by such Guarantor at any time and from time to time, in whole or in part, and without regard to, and shall not be impaired impaired, released, discharged, terminated abated, deferred, diminished, modified or affected byaffected, in whole or in part, by any event; condition, occurrence, circumstance, proceeding, action or failure to act, with or without notice to, or the knowledge or consent of, such Guarantor, including, without limitation: 3.3.1 (a) any extension, indulgence modification or renewal in respect of the payment of any amount payableof, or the performance of any Obligation; or 3.3.2 any amendment or modification of or termination, addition or supplement to to, or deletion from from, any of the terms of any OP Documentor indulgence with respect to, or substitutions for, or forbearance of the Obligations or any other part thereof or any agreement (relating thereto at any time, including, without limitation, any collateral securityof the Operative Documents; (b) any failure, other guaranteerefusal or omission to enforce any right, if any, power or other credit support or right of offset remedy with respect thereto) which may be made relating to any OP Document the Obligations or any Obligation; or 3.3.3 any compromise, waiver, release or consent or other action or inaction in respect of any of the terms of any OP Document, part thereof or any other agreement (relating thereto at any time, including, without limitation, any collateral security, other guarantee, if any, or other credit support or right of offset with respect thereto) which may be made relating to any OP Document or any Obligation; or 3.3.4 any exercise or non-exercise by any of the Beneficiaries Operative Documents; (c) any waiver of any right, power, privilege or remedy under or in respect of this Guarantee or any OP Document, or any waiver of any such right, power, privilege power or remedy or of any default in with respect of this Guarantee to the Obligations or any OP Document part thereof or any guarantee agreement relating thereto at any time, including, without limitation, any of the Operative Documents; (d) any release, surrender, compromise, settlement, waiver, subordination or modification, with or without consideration, of any other agreement executed pursuant heretoguarantees with respect to the Obligations or any part thereof, or any receipt other obligation of any security Person with respect to the Obligations or any release part thereof; (e) the lack of genuineness, unenforecability or invalidity of the Obligations or any part thereof or any agreement relating thereto at any time, including, without limitation, any of the Operative Documents; (f) any change in the ownership of Borrower or Remainderman or the insolvency, bankruptcy or any other change in the legal status of Borrower, Remainderman or any Guarantor or any rejection or modification of the obligations of Borrower or Remainderman or those of any security; or 3.3.5 Person under the Operative Documents as a result of any bankruptcy, insolvency, reorganization, arrangementinsolvency or similar proceeding; (g) the change in or the imposition of any applicable laws and regulations or other governmental act that does or might impair, adjustmentdelay or in any way affect the validity, composition, dissolution, liquidationenforceability, or the likepayment when due, of the Owner ParticipantObligations to the extent not prohibited by Applicable Laws and Regulations or otherwise; (h) the existence of any claim, set off or other rights or defenses (other than the defense of prior payment or performance) that any Guarantor may have at any time against Borrower or Remainderman or the Beneficiary or any other Person; or 3.3.6 any limitation of Person in connection herewith or with an unrelated transaction and the liability of the Owner Participant under the terms existence of any OP Document which claim, setoff or other rights or defenses that Borrower or Remainderman may now have against any Guarantor, the Beneficiary or hereafter be imposed by any statute, regulation other Person in connection with the Operative Documents or rule of law; orwith an unrelated transaction; 3.3.7 (i) any merger or consolidation of the Owner Participant Borrower, Remainderman or any Guarantor into or with any other person or entityPerson, or any sale, lease or transfer of any or all of the assets of the Owner Participant Borrower, Remainderman or any Guarantor to any other person Person; (j) the rights, powers or entity; or 3.3.8 any indebtedness of privileges the Owner Participant to any person Beneficiary may now or entity, including Guarantor; or 3.3.9 any claim, set-off, deduction or defense Guarantor or the Owner Participant may hereafter have against any Person or collateral; (k) any defect in title, condition, operation or fitness of use of any Property, any casualty or condemnation affecting any Property or any sublease, assignment, renewal, extension or other transfer or continuation of Borrower's or Remainderman's rights under the Operative Documents, whether in accordance with the terms of the BeneficiariesOperative Documents or otherwise; (l) any exchange, whether hereunder surrender or under release, in whole or in part, of any OP Document or independent of or unrelated to the transactions contemplated security which may be held by the OP Beneficiary under the Operative Documents; or 3.3.10 (m) any change other action, omission, occurrence or circumstance whatsoever which may in law; or 3.3.11 absence of any notice to, manner or knowledge by, Guarantor of the existence or occurrence of any of the matters or events set forth in the foregoing subdivisions (a) through (j); or 3.3.12 any sale, transfer or other disposition by the Owner Participant of any right, title or interest in and to any OP Document extent vary the risk or the Aircraft; or 3.3.13 any other circumstance whatsoever, whether similar or dissimilar to the foregoing, whether foreseen or unforeseen, that might otherwise constitute effect a legal or equitable defense or discharge of the liabilities any Guarantor hereunder as a matter of a guarantor law or surety or that might otherwise limit recourse against Guarantor. No obligations of the Owner Participant are affected herebyotherwise.

Guarantor's Obligations Not Affected. The Each Guarantor expressly agrees that the duties and obligations of such Guarantor under this Guarantee Guaranty shall remain in full force and effect without the necessity of any reservation of rights against such Guarantor or notice to or further assent by such Guarantor at any time and from time to time, in whole or in part, and without regard to, and shall not be impaired impaired, released, discharged, terminated abated, deferred, diminished, modified or affected byaffected, in whole or in part, by any event, condition, occurrence, circumstance, proceeding, action or failure to act, with or without notice to, or the knowledge or consent of, such Guarantor, including, without limitation: 3.3.1 (a) any extension, indulgence modification or renewal in respect of the payment of any amount payableof, or the performance of any Obligation; or 3.3.2 any amendment or modification of or termination, addition or supplement to to, or deletion from from, any of the terms of any OP Documentor indulgence with respect to, or substitutions for, or forbearance of the Indebtedness or any other part thereof or any agreement (relating thereto at any time, including, without limitation, any collateral securityof the Operative Documents; (b) any failure, other guaranteerefusal or omission to enforce any right, if any, power or other credit support or right of offset remedy with respect thereto) which may be made relating to any OP Document the Indebtedness or any Obligation; or 3.3.3 any compromise, waiver, release or consent or other action or inaction in respect of any of the terms of any OP Document, part thereof or any other agreement (relating thereto at any time, including, without limitation, any collateral security, other guarantee, if any, or other credit support or right of offset with respect thereto) which may be made relating to any OP Document or any Obligation; or 3.3.4 any exercise or non-exercise by any of the Beneficiaries Operative Documents; (c) any waiver of any right, power, privilege or remedy under or in respect of this Guarantee or any OP Document, or any waiver of any such right, power, privilege power or remedy or of any default in with respect of this Guarantee to the Indebtedness or any OP Document part thereof or any guarantee agreement relating thereto at any time, including, without limitation, any or the Operative Documents; (d) any release, surrender, compromise, settlement, waiver, subordination or modification, with or without consideration, of any other agreement executed pursuant heretoguaranties with respect to the Indebtedness or the Obligations or any part thereof, or any receipt other obligation of any security Person with respect to the Indebtedness or the Obligations or any release part thereof; (e) the lack of genuineness, unenforceability or invalidity of the Indebtedness or any part thereof or any agreement relating thereto at any time, including, without limitation, any of the operative Documents; (f) except as may be otherwise express1y provided in the Indenture, any change in the ownership of Borrower or Remainderman or the insolvency, bankruptcy or any other change in the legal status of Borrower, Remainderman or any Guarantor or any rejection or modification of the obligations of Borrower or Remainderman or those of any security; or 3.3.5 Person under the Operative Documents as a result of any bankruptcy, insolvency, reorganization, arrangementinsolvency or similar proceeding; (g) the change in or the imposition of any applicable laws and regulations or other governmental act that does or might impair, adjustmentdelay or in any way affect the validity, composition, dissolution, liquidationenforceability, or the like, payment when due of the Owner ParticipantIndebtedness or the Obligations to the extent not prohibited by Applicable Laws and Regulations or otherwise; (h) the existence of any claim, set off or other rights or defenses (other than the defense of prior payment or performance) that any Guarantor may have at any time against Borrower or Remainderman or the Beneficiary or any other Person; or 3.3.6 any limitation of Person in connection herewith or with an unrelated transaction and the liability of the Owner Participant under the terms existence of any OP Document which claim, setoff or other rights or defenses that Borrower or Remainderman may now have against any Guarantor, the Beneficiary or hereafter be imposed by any statute, regulation other Person in connection with the Operative Documents or rule of law; orwith an unrelated transaction; 3.3.7 (i) any merger or consolidation of the Owner Participant Borrower, Remainderman or any Guarantor into or with any other person or entityPerson, or except as may be otherwise expressly provided in the Indenture, any sale, lease or transfer of any or all of the assets of the Owner Participant Borrower, Remainderman or any Guarantor to any other person Person; (j) the rights, powers or entity; or 3.3.8 any indebtedness of privileges the Owner Participant to any person Beneficiary may now or entity, including Guarantor; or 3.3.9 any claim, set-off, deduction or defense Guarantor or the Owner Participant may hereafter have against any Person or collateral; (k) any defect in title, condition, operation or fitness of use of any Property, any casualty or condemnation affecting any Property or any sublease, assignment, renewal, extension or other transfer or continuation of Borrower's or Remainderman's rights under the Operative Documents, whether in accordance with the terms of the BeneficiariesOperative Documents or otherwise; (l) any exchange, whether hereunder surrender or under release, in whole or in part, of any OP Document or independent of or unrelated to the transactions contemplated security which may he held by the OP Beneficiary under the Operative Documents; or 3.3.10 (m) any change other action, omission, occurrence or circumstance whatsoever which may in law; or 3.3.11 absence of any notice to, manner or knowledge by, Guarantor of the existence or occurrence of any of the matters or events set forth in the foregoing subdivisions (a) through (j); or 3.3.12 any sale, transfer or other disposition by the Owner Participant of any right, title or interest in and to any OP Document extent vary the risk or the Aircraft; or 3.3.13 any other circumstance whatsoever, whether similar or dissimilar to the foregoing, whether foreseen or unforeseen, that might otherwise constitute effect a legal or equitable defense or discharge of the liabilities any Guarantor hereunder as a matter of a guarantor law or surety or that might otherwise limit recourse against Guarantor. No obligations of the Owner Participant are affected herebyotherwise.