Independent Payment Obligation Sample Clauses

Independent Payment Obligation. This Guarantee: (a) is independent and separate from the other obligations of the Borrower and is a continuing guarantee and indemnity which will extend to the ultimate balance of sums payable by the Borrower under the Finance Documents, regardless of any intermediate payment or discharge in whole or in part; and (b) shall extend to any additional obligations of the Borrower resulting from any amendment, novation, supplement, extension, restatement or replacement of any Finance Document, including without limitation any extension of or increase in any Loan or the addition of a new loan or tranche under the Finance Contract.
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
Independent Payment Obligation. The payment obligations of Softbank hereunder are independent of all other obligations of Softbank, Softbank ECH, SBC or any other party affiliated with Softbank (collectively, the “Softbank Parties”) under any agreement, and Nihon Ariba and/or Ariba may, upon occurrence of any default hereunder, proceed in the enforcement hereof independently of, and without affecting any other right or remedy that Nihon Ariba and/or Ariba may at any time have or hold with respect to any obligations of Softbank or any affiliate under any agreement. Nihon Ariba and/or Ariba may proceed with an action against Softbank regardless of whether action is brought with respect to any of Softbank ECH or SBC. The liability of Softbank hereunder to Nihon Ariba and/or Ariba shall be reinstated and revived, and the rights of Nihon Ariba and Ariba shall continue, with respect to any Payment which thereafter shall be required to be restored or returned by Nihon Ariba and/or Ariba for any reason as though such amount had not been paid. The liability of Softbank hereunder and the enforceability of this Section 3 shall remain effective with respect to the full amount and extent of all Payments and interest on such Payments, even though the obligations of this Section 3 or any part thereof may be or hereafter may become invalid or otherwise unenforceable as against any of Softbank or Softbank ECH or SBC. For the avoidance of doubt, the obligation of Softbank under this Section 3 shall remain in full force and effect notwithstanding the termination of the Standby Purchase Agreement, the Distribution Agreement or the Amended Alliance Agreement (including, without limitation, the Attachment and Addendum) or the occurrence of a Modification Event or a Payment Failure (as such terms are defined in the Distribution Agreement).
Sample 1Sample 2
Independent Payment Obligation. THE RESELLER IS RESPONSIBLE FOR BILLING THE END-USER AND COLLECTING FROM THE END-USER FOR ITS OWN ACCOUNT, ALL CHARGES MADE BY RESELLER TO THE END- USER FOR USE OF THE SPECIFIC PRODUCT, INCLUDING ANY TAXES, DUTES, FEES OR OTHER CHARGES THAT THE END-USER IS REQUIRED TO PAY OR COLLECT. ONCE A PURCHASE ORDER IS ACCEPTED BY XIMA, THE SUBSCRIPTION ORDER WILL REPRESENT XXXXXXXX’S BINDING CONTRACTUAL OBLIGATION TO PAY XIMA THE SUBSCRIPTION RESELLER PRICE FOR EACH MONTH THROUGHOUT THE RESELLER SUBSCRIPTION TERM. THIS CONTRACTUAL OBLIGATION OF RESELLER IS INDEPENDENT OF RESELLER’S ABILITY TO COLLECT SUBSCRIPTION PAYMENTS FROM THE APPLICABLE END-USER, REGARDLESS OF WHETHER OR NOT THE END- USER CONTINUES TO ACCESS/USE THE PRODUCT THROUGHOUT THE DURATION OF THE RESELLER SUBSCRIPTION TERM. IN THE EVENT RESELLER FAILS TO TIMELEY TENDER ALL SUBSCRIPTION PAYMENTS REQUIRED PURSUANT TO A SUBSCRIPTION ORDER, XIMA RESERVES THE RIGHT TO (i) TERMINATE THE END- USER’S SUBSCRIPTION/LICENSE TO USE THE PRODUCT/SERVICES COVERED BY SUCH SUBSCRIPTION ORDER; (ii) TERMINATE THIS AGREEMENT; AND (iii) TAKE ANY OTHER ACTION AGAINST RESELLER AVAILABLE TO XIMA AT LAW OR EQUITY.
Sample 1

Related to Independent Payment Obligation

  • Independent Obligation The obligations of each Guarantor hereunder are independent of the obligations of any other Guarantor or the Borrower, and a separate action or actions may be brought and prosecuted against each Guarantor whether or not action is brought against any other Guarantor or the Borrower and whether or not any other Guarantor or the Borrower is joined in any such action or actions.

  • The Companys Payment Obligation The Company’s obligation to make the payments and the arrangements provided for herein will be absolute and unconditional, and will not be affected by any circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder will be paid without notice or demand. Each and every payment made hereunder by the Company will be final, and the Company will not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive will not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment will in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Sections 3.3(e) and (f) herein. Notwithstanding anything in this Agreement to the contrary, if Severance Benefits are paid under this Agreement, no severance benefits under any program of the Company, other than benefits described in this Agreement, will be paid to the Executive.

  • Independent Obligations The Guarantor acknowledges that its obligations hereunder are independent of the obligations of the Issuer with respect to the Capital Securities and that the Guarantor shall be liable as principal and as debtor hereunder to make Guarantee Payments pursuant to the terms of this Guarantee notwithstanding the occurrence of any event referred to in subsections (a) through (g), inclusive, of Section 4.3 hereof.

  • Payment Obligation The RTOs each assume responsibility for ensuring that their respective payment obligations resulting from the M2M coordination process set forth in Schedule D to this Agreement are satisfied without regard for their ability to collect such payments from their respective customers.

  • Depositor Payment Obligation The Depositor shall be responsible for payment of the Administrator’s compensation under the Administration Agreement and shall reimburse the Administrator for all expenses and liabilities of the Administrator incurred under the Administration Agreement.

  • Payment Obligations Absolute The Company’s obligation during and after the Employment Period to pay the Executive the amounts and to make the benefit and other arrangements provided herein shall be absolute and unconditional and shall not be affected by any circumstances, including, without limitation, any setoff, counterclaim, recoupment, defense or other right which the Company may have against him or anyone else. Except as provided in Section 15, all amounts payable by the Company hereunder shall be paid without notice or demand. Each and every payment made hereunder by the Company shall be final, and the Company will not seek to recover all or any part of such payment from the Executive, or from whomsoever may be entitled thereto, for any reason whatsoever.

  • Payment of Reimbursement Obligations (a) The Borrower agrees to pay to the Administrative Agent for the account of the Issuing Bank the amount of all Advances for Reimbursement Obligations, interest and other amounts payable to the Issuing Bank under or in connection with any Facility Letter of Credit when due, irrespective of any claim, set-off, defense or other right which the Borrower may have at any time against any Issuing Bank or any other Person, under all circumstances, including without limitation any of the following circumstances: (i) any lack of validity or enforceability of this Agreement or any of the other Loan Documents; (ii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Facility Letter of Credit or any transferee of any Facility Letter of Credit (or any Person for whom any such transferee may be acting), the Administrative Agent, the Issuing Bank, any Lender, or any other Person, whether in connection with this Agreement, any Facility Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower and the beneficiary named in any Facility Letter of Credit); (iii) any draft, certificate or any other document presented under the Facility Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect of any statement therein being untrue or inaccurate in any respect; (iv) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents; or (v) the occurrence of any Default or Event of Default. (b) In the event any payment by the Borrower received by the Issuing Bank or the Administrative Agent with respect to a Facility Letter of Credit and distributed by the Administrative Agent to the Lenders on account of their participations is thereafter set aside, avoided or recovered from the Administrative Agent or Issuing Bank in connection with any receivership, liquidation, reorganization or bankruptcy proceeding, each Lender which received such distribution shall, upon demand by the Administrative Agent, contribute such Lender's Percentage of the amount set aside, avoided or recovered together with interest at the rate required to be paid by the Issuing Bank or the Administrative Agent upon the amount required to be repaid by the Issuing Bank or the Administrative Agent.

  • Repayment Obligation In the event that any State and/or federal funds are deferred and/or disallowed as a result of any audits or expended in violation of the laws applicable to the expenditure of such funds, the Contractor shall be liable to the Agency for the full amount of any claim disallowed and for all related penalties incurred. The requirements of this paragraph shall apply to the Contractor as well as any subcontractors.

  • Sharing of Reimbursement Obligation Payments Whenever the Agent receives a payment from the Borrower on account of reimbursement obligations in respect of a Letter of Credit or Credit Support as to which the Agent has previously received for the account of the Letter of Credit Issuer thereof payment from a Lender, the Agent shall promptly pay to such Lender such Lender’s Pro Rata Share of such payment from the Borrower. Each such payment shall be made by the Agent on the next Settlement Date.

  • Unpaid Reimbursement Obligation Any Reimbursement Obligation for which the applicable Borrower does not reimburse the Administrative Agent and the Lenders on the date specified in, and in accordance with, §4.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!