Common use of Guarantor’s Obligations Unconditional Clause in Contracts

Guarantor’s Obligations Unconditional. The obligations of each Guarantor under this Guaranty shall be primary, absolute and unconditional obligations of such Guarantor, shall not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction or defense based upon any claim such Guarantor or any other person may have against the Company or any other person, and to the full extent permitted by applicable law shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance or condition whatsoever (whether or not such Guarantor or the Company shall have any knowledge or notice thereof), including: (a) any termination, amendment or modification of or deletion from or addition or supplement to or other change in any of the Note Documents or any other instrument or agreement applicable to any of the parties to any of the Note Documents; (b) any furnishing or acceptance of any security, or any release of any security, for the Obligations, or the failure of any security or the failure of any person to perfect any interest in any collateral; (c) any failure, omission or delay on the part of the Company to conform or comply with any term of any of the Note Documents or any other instrument or agreement referred to in paragraph (a) above, including, without limitation, failure to give notice to such Guarantor of the occurrence of a "Default" or an "Event of Default" under any Note Document;

Appears in 3 contracts

Samples: Note Purchase Agreement (Belden Inc), Guaranty (Belden Inc), Series 1997 a Guaranty (Belden Inc)

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Guarantor’s Obligations Unconditional. The obligations of each the Guarantor under this Guaranty shall be primary, absolute and unconditional obligations of such the Guarantor, shall not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction or defense based upon any claim such the Guarantor or any other person may have against the Company or any other person, and to the full extent permitted by applicable law shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance or condition whatsoever (whether or not such the Guarantor or the Company shall have any knowledge or notice thereof), including: (a) any termination, amendment or modification of or deletion from or addition or supplement to or other change in any of the Note Documents or any other instrument or agreement applicable to any of the parties to any of the Note Documents; (b) any furnishing or acceptance of any security, or any release of any security, for the Obligations, or the failure of any security or the failure of any person to perfect any interest in any collateral; (c) any failure, omission or delay on the part of the Company to conform or comply with any term of any of the Note Documents or any other instrument or agreement referred to in paragraph (a) above, including, without limitation, failure to give notice to such the Guarantor of the occurrence of a "Default" or an "Event of Default" under any Note Document;

Appears in 2 contracts

Samples: Note Purchase Agreement (Hewitt Associates Inc), Guaranty (Belden Inc)

Guarantor’s Obligations Unconditional. The obligations of each Guarantor under this Guaranty shall be Agreement are primary, absolute and unconditional obligations of such Guarantor, shall are not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction deferment or defense based upon any claim such Guarantor or any other person may have against the Company Grantee, Beneficiary or any other person, and to the full extent permitted by applicable law shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance or condition whatsoever (whether or not such Guarantor or the Company Grantee shall have any knowledge or notice thereof), including: , without limitation: (a) any termination, amendment or modification of or deletion from change in, or addition termination or supplement to or other change in any of waiver of, the Note Documents or any other instrument or agreement applicable to any of the parties to any of the Note Documents; IRU Agreement; (b) any furnishing furnishing, acceptance or acceptance of any securityrelease of, or any release defect in any security for, any of the Guaranteed Obligations; (c) any waiver of the payment, performance or observance of any securityof the obligations, for conditions, covenants or agreements contained in the ObligationsIRU Agreement, or any other waiver, consent, extension, indulgence, compromise, settlement, release or other action or inaction under or in respect of the failure of any security or the failure of any person to perfect any interest in any collateral; IRU Agreement; (cd) any failure, omission or delay on the part of the Company Beneficiary to conform enforce, assert or comply with exercise any term of any of the Note Documents right, power or any other instrument or agreement referred to remedy conferred on it in paragraph (a) above, including, without limitation, failure to give notice to such Guarantor of the occurrence of a "Default" or an "Event of Default" under any Note Documentthis Agreement;

Appears in 1 contract

Samples: Guaranty Agreement (Nextlink Communications Inc / De)

Guarantor’s Obligations Unconditional. The obligations of each the Guarantor under this Guaranty shall be primary, absolute and unconditional obligations of such the Guarantor, shall not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction or defense based upon any claim such the Guarantor or any other person may have against the Company or any other person, and to the full extent permitted by applicable law shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance or condition whatsoever (whether or not such the Guarantor or the Company shall have any knowledge or notice thereof), including: (a) any termination, amendment or modification of or deletion from or addition or supplement to or other change in any of the Note Documents or any other instrument or agreement applicable to any of the parties to any of the Note Documents; (b) any furnishing or acceptance of any security, or any release of any security, for the Obligations, or the failure of any security or the failure of any person to perfect any interest in any collateral; (c) any failure, omission or delay on the part of the Company to conform or comply with any term of any of the Note Documents or any other instrument or agreement referred to in paragraph (a) above, including, without limitation, failure to give notice to such Guarantor of the occurrence of a "Default" or an "Event of Default" under any Note Document;Exhibit A

Appears in 1 contract

Samples: Note Purchase Agreement (Hewitt Associates Inc)

Guarantor’s Obligations Unconditional. The obligations of each Guarantor under this Guaranty shall be primary, absolute and unconditional obligations of such Guarantor, shall not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction or defense based upon any claim such Guarantor or any other person Person may have against the Company or any other personPerson, and to the full extent permitted by applicable law shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance or condition whatsoever (whether or not such Guarantor or the Company shall have any knowledge or notice thereof), including: (a) any termination, amendment or modification of or deletion from or addition or supplement to or other change in any of the Note Documents or any other instrument or agreement applicable to any of the parties to any of the Note Documents; (b) any furnishing or acceptance of any security, or any release of any security, for the Obligations, or the failure of any security or the failure of any person Person to perfect any interest in any collateral; (c) any failure, omission or delay on the part of the Company to conform or comply with any term of any of the Note Documents or any other instrument or agreement referred to in paragraph (a) above, including, without limitation, failure to give notice to such any Guarantor of the occurrence of a "Default" or an "Event of Default" under any Note Document;

Appears in 1 contract

Samples: Guaranty (Carriage Services Inc)

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Guarantor’s Obligations Unconditional. The obligations of each the Guarantor under this Guaranty shall be primary, absolute and unconditional obligations of such the Guarantor, shall not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction or defense based upon any claim such the Guarantor or any other person Person may have against the Company Borrowers or any other personPerson, and to the full extent permitted by applicable law shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance or condition whatsoever (whether or not such the Guarantor or the Company Borrowers shall have any knowledge or notice thereof), including: (a) any termination, amendment or modification of or deletion from or addition or supplement to or other change in any of the Note Credit Agreement, the Loan Documents or any other instrument or agreement applicable to any of the parties to any of the Note Loan Documents; (b) any furnishing or acceptance of any security, or any release of any security, for the Guaranteed Obligations, or the failure of any security or the failure of any person Person to perfect any interest in any collateral; (c) any failure, omission or delay on the part of the Company Borrowers to conform or comply with any term of any of the Note Loan Documents or any other instrument or agreement referred to in paragraph subsection (a) above, including, without limitation, failure to give notice to such the Guarantor of the occurrence of a "Default" or an "Event of Default" under any Note Loan Document;

Appears in 1 contract

Samples: Credit Agreement (Unit Corp)

Guarantor’s Obligations Unconditional. The obligations of each Guarantor under this Guaranty shall be primary, absolute absolute, irrevocable (subject to Section 13) and unconditional obligations of such each Guarantor, shall not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction or defense based upon any claim such each Guarantor or any other person may have against the Company Co-Obligors or any other person, and to the full extent permitted by applicable law shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance or condition whatsoever (whether or not such each Guarantor or the Company Co-Obligors shall have any knowledge or notice thereof), including: (a) any termination, amendment or modification of or deletion from or addition or supplement to or other change in any of the Note Documents or any other instrument or agreement applicable to any of the parties to any of the Note Documents; (b) any furnishing or acceptance of any security, or any release of any security, for the Obligations, or the failure of any security or the failure of any person to perfect any interest in any collateral; (c) any failure, omission or delay on the part of the Company to conform or comply with any term of any of the Note Documents or any other instrument or agreement referred to in paragraph (a) above, including, without limitation, failure to give notice to such Guarantor of the occurrence of a "Default" or an "Event of Default" under any Note Document;; Exhibit 1(b)

Appears in 1 contract

Samples: Note Purchase Agreement (Chicago Bridge & Iron Co N V)

Guarantor’s Obligations Unconditional. The obligations of each Guarantor under this Guaranty shall be primary, absolute and unconditional obligations of such each Guarantor, shall not be subject to any counterclaim, set-off, deduction, diminution, abatement, recoupment, suspension, deferment, reduction or defense based upon any claim such each Guarantor or any other person may have against the Company or any other person, and to the full extent permitted by applicable law shall remain in full force and effect without regard to, and shall not be released, discharged or in any way affected by, any circumstance or condition whatsoever (whether or not such each Guarantor or the Company shall have any knowledge or notice thereof), including: (a) any termination, amendment or modification of or deletion from or addition or supplement to or other change in any of the Note Documents or any other instrument or agreement applicable to any of the parties to any of the Note Documents; (b) any furnishing or acceptance of any security, or any release of any security, for the Obligations, or the failure of any security or the failure of any person to perfect any interest in any collateral; (c) any failure, omission or delay on the part of the Company to conform or comply with any term of any of the Note Documents or any other instrument or agreement referred to in paragraph (a) above, including, without limitation, failure to give notice to such any Guarantor of the occurrence of a "Default" or an "Event of Default" under any Note Document;

Appears in 1 contract

Samples: Note Purchase Agreement (Lindsay Corp)

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