Common use of Lien Absolute Clause in Contracts

Lien Absolute. To the extent that the obligations secured under this Pledge Agreement constitute obligations other than those of Grantors, each Grantor agrees that this is a guaranty of payment and performance and not of collection, limited in recourse to Secured Party's rights in respect of the Collateral except with respect to the direct obligations of Grantors set forth herein. Each Grantor agrees that all rights of Secured Party hereunder, and all obligations of such Grantor hereunder, shall be primary, absolute and unconditional irrespective of: (a) any lack of validity or enforceability of, or any future amendment of, or change in, any of the Loan Documents or any other agreement or instrument governing or evidencing any of the Obligations; (b) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from any of the Loan Documents or any other agreement or instrument governing or evidencing any Obligations; (c) any exchange, release or non-perfection of any Collateral, or any action, or the absence of any action, by Secured Party in respect thereof (including, without limitation, the release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Obligations); (d) the insolvency of either Grantor; (e) the absence of any action to enforce this Pledge Agreement or the waiver or consent by Secured Party with respect to any of the provisions hereof; (f) any extension or waiver for the performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents or any other agreement or instrument governing or evidencing any of the Obligations, or any waiver of such performance or compliance or consent to a failure of, or departure from, such performance of compliance, for any obligor under any of the foregoing; (g) the release of anyone who may be liable in any manner for the payment of any of the Obligations; and (h) any other circumstance which might otherwise constitute a legal or equitable discharge or defense available to, or a discharge of a surety or guarantor.

Lien Absolute. To the extent that the obligations secured under this Pledge Agreement constitute obligations other than those of Grantors, each Grantor agrees that this is a guaranty of payment and performance and not of collection, limited in recourse to Secured Party's rights in respect of the Collateral except with respect to the direct obligations of Grantors set forth herein. Each Grantor agrees that all All rights of Secured Party hereunder, and all obligations of such Grantor Pledgor hereunder, shall be primary, absolute and unconditional irrespective ofand shall remain in full force and effect without regard to, and shall not be impaired or affected by, or deemed to be satisfied by, nor shall Pledgor or any Pledged Collateral be exonerated, discharged or released by, any of the following events: (a) Secured Party's exercise or enforcement of or failure or delay in exercising or enforcing any lack of validity or enforceability of, legal proceedings to collect the Secured Obligations or any future amendment ofpower, right or change inremedy with respect to the Secured Obligations, any of the Loan Documents Pledged Collateral or any other agreement collateral held by Secured Party, including any action or instrument governing inaction of Secured Party to perfect, protect or evidencing enforce any security interest in the Pledged Collateral or any other collateral, any impairment or suspension of the Obligations; (b) Pledged Collateral or any other collateral, Secured Party's compromise, exchange, release, settlement, amendment or waiver with or of any other Person, or the Pledged Collateral or any other collateral, or any change in the time, manner or place of payment of, or in any other term of, all or any part of the Secured Obligations, or any other amendment amendment, impairment, renunciation, cancellation, surrender, suspension or waiver of or any consent to any departure from any of the Loan Documents or any other agreement or instrument governing or evidencing any Obligations; (c) any exchange, release or non-perfection of any Collateral, or any action, or the absence of any action, by Secured Party in respect thereof (including, without limitation, the release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Obligations); (d) the insolvency of either Grantor; (e) the absence of any action to enforce this Pledge Agreement or the waiver or consent by Secured Party with respect to any of the provisions hereof; (f) any extension or waiver for the performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents Note or any other agreement or instrument governing or evidencing any of the Secured Obligations; (b) Any insolvency, bankruptcy, reorganization, arrangement, adjustment, composition or assignment for the benefit of creditors of Secured Party or Pledgor, appointment of a receiver or trustee for all or any part of Secured Party's or Pledgor's assets or liquidation, winding up or dissolution of the Pledgor; (c) Any invalidity, voidability, unenforceability or irregularity, or future change to or amendment of, in whole or in part, the Secured Obligations, the Note, this Agreement or any other agreements, documents or instruments evidencing any Secured Obligations; (d) Any merger, acquisition, consolidation or change in structure of Pledgor, or any waiver sale, lease, transfer or other disposition of such performance any or compliance or consent to a failure of, or departure from, such performance of compliance, for any obligor under any all of the foregoingassets of Pledgor; (e) Any assignment, endorsement or other transfer, in whole or in part, of Secured Party's interest in the Secured Obligations, the Pledged Collateral or any other collateral; (f) Any claim, defense, counterclaim or set-off, other than that of prior performance, that Pledgor may have or assert, including, but not limited to, any defense of incapacity, disability or lack of corporate or other authority to execute any documents relating to the Secured Obligations, the Pledged Collateral or any other collateral; (g) the release of anyone who may be liable Secured Party's vote, claim, distribution, election, acceptance, action or inaction in any manner for bankruptcy or reorganization case related to the payment of any of Pledged Collateral or the Secured Obligations; andor (h) Any cancellation, renunciation or surrender of any pledge or any other circumstance which might otherwise constitute a legal or equitable discharge or defense available to, or a discharge of a surety or guarantordebt instrument evidencing the Secured Obligations.

Lien Absolute. To Grantor acknowledges that this Security Instrument and a number of other Loan Documents and those documents required by the Loan Documents together secure the Indebtedness. Grantor agrees that, to the extent that permitted by law, the obligations secured under lien of this Pledge Agreement constitute obligations other than those of Grantors, each Grantor agrees that this is a guaranty of payment and performance and not of collection, limited in recourse to Secured Party's rights in respect of the Collateral except with respect to the direct obligations of Grantors set forth herein. Each Grantor agrees that all rights of Secured Party hereunder, Security Instrument and all obligations of such Grantor hereunder, hereunder shall be primary, absolute and unconditional irrespective ofand shall not in any manner be affected or impaired by: (a) any lack of validity or enforceability of, of the Loan Agreement or any future amendment ofother Loan Document, or change in, any agreement with respect to any of the Loan Documents Indebtedness or Obligations or any other agreement or instrument governing or evidencing relating to any of the Obligationsforegoing; (b) any acceptance by Lender of any security for or guarantees of any of the Indebtedness; (c) any failure, neglect or omission on the part of Lender to realize upon or protect any of the Indebtedness or any of the collateral security therefor, including the Loan Documents, or due to any other circumstance which might otherwise constitute a defense available to, or a discharge of, Grantor in respect of the Indebtedness and Obligations hereby secured or any collateral security therefor, including the Loan Documents, or due to any other circumstance which might otherwise constitute a defense available to, or a discharge of, Grantor in respect of the Indebtedness or Obligations or this Security Instrument (other than the indefeasible payment in full in cash of all the Indebtedness and Obligations hereby secured); (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Indebtedness or Obligations; (e) any release (except as to the property released), sale, pledge, surrender, compromise, settlement, nonperfection, renewal, extension, indulgence, alteration, exchange, modification or disposition of any other of the Indebtedness or Obligations hereby secured or of any of the collateral security therefor; (f) any amendment or waiver of or any consent to any departure from the Loan Agreement or any other Loan Documents or of any guaranty thereof, if any, and Lender may in its discretion foreclose, exercise any power of sale, or exercise any other remedy available to it under any or all of the Loan Documents without first exercising or any other agreement or instrument governing or evidencing any Obligations; (c) any exchange, release or non-perfection of any Collateral, or any action, or the absence of any action, by Secured Party in respect thereof (including, without limitation, the release or amendment or waiver of or consent to departure from any guaranty, for all or enforcing any of the Obligations); (d) the insolvency of either Grantor; (e) the absence of any action to enforce this Pledge Agreement or the waiver or consent by Secured Party with respect to any of the provisions hereof; (f) any extension or waiver for the performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents or any other agreement or instrument governing or evidencing any of the Obligations, or any waiver of such performance or compliance or consent to a failure of, or departure from, such performance of compliance, for any obligor under any of the foregoing;rights and remedies hereunder; and (g) the release of anyone who may be liable in any manner for the payment of any exercise of the Obligations; and (h) rights or remedies of Lender hereunder or under any other circumstance which might otherwise constitute a legal or equitable discharge or defense available to, or a discharge all of a surety or guarantorthe Loan Documents.

Lien Absolute. To the extent that the obligations secured under this Pledge Agreement constitute obligations other than those of GrantorsGrantor, each Grantor agrees that this is a guaranty of payment and performance and not of collection, limited in recourse to Secured Party's rights in respect of the Collateral except with respect to the direct obligations of Grantors set forth herein. Each Grantor agrees that all rights of Secured Party hereunder, and all obligations of such Grantor hereunder, shall be primary, absolute and unconditional irrespective of: (a) any lack of validity or enforceability of, or any future amendment of, or change in, any of the Loan Documents Preferred Certificate, the 2003-1 Trust Agreement, the Fee Letter or any other agreement or instrument governing or evidencing any of the Obligations; (b) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Obligations, or any other amendment or waiver of or any consent to any departure from any of the Loan Documents Preferred Certificate, the 2003-1 Trust Agreement, the Fee Letter, this Pledge Agreement or any other agreement or instrument governing or evidencing any Obligations; (c) any exchange, release or non-perfection of any Collateral, or any action, or the absence of any action, by Secured Party in respect thereof (including, without limitation, the release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Obligations); (d) the insolvency of either Grantor; (e) the absence of any action to enforce this Pledge Agreement or the waiver or consent by Secured Party with respect to any of the provisions hereof; (f) any extension or waiver for the performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents Preferred Certificate, the 2003-1 Trust Agreement, the Fee Letter or any other agreement or instrument governing or evidencing any of the Obligations, or any waiver of such performance or compliance or consent to a failure of, or departure from, such performance of compliance, for any obligor under any of the foregoing; (g) the release of anyone who may be liable in any manner for the payment of any of the Obligations; andamounts owed by Grantor to Secured Party; (h) any other circumstance which might otherwise constitute a legal or equitable discharge or defense available to, or a discharge of a surety or guarantor.

Lien Absolute. To Xxxxxxxxx acknowledges that this A&R Mortgage and a number of other Loan Documents and those documents required by the Loan Documents together secure the Indebtedness. Xxxxxxxxx agrees that, to the extent that permitted by law, the obligations secured under lien of this Pledge Agreement constitute obligations other than those of Grantors, each Grantor agrees that this is a guaranty of payment and performance and not of collection, limited in recourse to Secured Party's rights in respect of the Collateral except with respect to the direct obligations of Grantors set forth herein. Each Grantor agrees that all rights of Secured Party hereunder, A&R Mortgage and all obligations of such Grantor hereunder, Xxxxxxxxx hereunder shall be primary, absolute and unconditional irrespective ofand shall not in any manner be affected or impaired by: (a) any lack of validity or enforceability of, of any portion of the Loan Agreement or any future amendment ofother Loan Document, or change in, any agreement with respect to any of the Loan Documents Indebtedness or Obligations or any other agreement or instrument governing or evidencing relating to any of the Obligationsforegoing; (b) any acceptance by Mortgagee of any security for or guarantees of any of the Indebtedness; (c) any failure, neglect or omission on the part of Mortgagee to realize upon or protect any of the Indebtedness or any of the collateral security therefor, including the Loan Documents, or due to any other circumstance that might otherwise constitute a defense available to, or a discharge of, Mortgagor in respect of the Indebtedness and Obligations hereby secured or any collateral security therefor, including the Loan Documents, or due to any other circumstance that might otherwise constitute a defense available to, or a discharge of, Mortgagor in respect of the Indebtedness or Obligations or this A&R Mortgage (other than the indefeasible payment in full in cash of all the Indebtedness and Obligations hereby secured); (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Indebtedness or Obligations; (e) any release (except as to the property released), sale, pledge, surrender, compromise, settlement, nonperfection, renewal, extension, indulgence, alteration, exchange, modification or disposition of any other of the Indebtedness or Obligations hereby secured or of any of the collateral security therefor; (f) any amendment or waiver of or any consent to any departure from the Loan Agreement or any other Loan Documents or of any guaranty thereof, if any, and Mortgagee may in its discretion foreclose, exercise any power of sale, or exercise any other remedy available to it under any or all of the Loan Documents without first exercising or any other agreement or instrument governing or evidencing any Obligations; (c) any exchange, release or non-perfection of any Collateral, or any action, or the absence of any action, by Secured Party in respect thereof (including, without limitation, the release or amendment or waiver of or consent to departure from any guaranty, for all or enforcing any of the Obligations); (d) the insolvency of either Grantor; (e) the absence of any action to enforce this Pledge Agreement or the waiver or consent by Secured Party with respect to any of the provisions hereof; (f) any extension or waiver for the performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents or any other agreement or instrument governing or evidencing any of the Obligations, or any waiver of such performance or compliance or consent to a failure of, or departure from, such performance of compliance, for any obligor under any of the foregoing;rights and remedies hereunder; and (g) the release of anyone who may be liable in any manner for the payment of any exercise of the Obligations; and (h) rights or remedies of Mortgagee hereunder or under any other circumstance which might otherwise constitute a legal or equitable discharge or defense available to, or a discharge all of a surety or guarantorthe Loan Documents.

Lien Absolute. To the extent that the obligations secured under this Pledge Agreement constitute obligations other than those of Grantors, each Grantor agrees that this is a guaranty of payment and performance and not of collection, limited in recourse to Secured Party's rights in respect of the Collateral except with respect to the direct obligations of Grantors set forth herein. Each Grantor agrees that all (a) All rights of Secured Party hereunder, and all obligations of such Grantor Pledgor hereunder, shall be primary, absolute and unconditional irrespective of: (a) any lack of validity and shall remain in full force and effect without regard to, and shall not be impaired or enforceability ofaffected by, or deemed to be satisfied by, nor shall Pledgor or any future amendment ofPledged Collateral be exonerated, discharged or change inreleased by, any of the Loan Documents following events: Secured Party's exercise or enforcement of or failure or delay in exercising or enforcing any legal proceedings to collect the Secured Obligations or any power, right or remedy with respect to the Secured Obligations, the Pledged Collateral or any other agreement collateral held by Secured Party, including any action or instrument governing inaction of Secured Party to perfect, protect or evidencing enforce any security interest in the Pledged Collateral or any other collateral, any impairment or suspension of the Obligations; (b) Pledged Collateral or any other collateral, Secured Party's compromise, exchange, release, settlement, amendment or waiver with or of any other Person, or the Pledged Collateral or any other collateral, or any change in the time, manner or place of payment of, or in any other term of, all or any part of the Secured Obligations, or any other amendment amendment, impairment, renunciation, cancellation, surrender, suspension or waiver of or any consent to any departure from any of the Loan Documents or any other agreement or instrument governing or evidencing any Obligations; (c) any exchange, release or non-perfection of any Collateral, or any action, or the absence of any action, by Secured Party in respect thereof (including, without limitation, the release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Obligations); (d) the insolvency of either Grantor; (e) the absence of any action to enforce this Pledge Agreement or the waiver or consent by Secured Party with respect to any of the provisions hereof; (f) any extension or waiver for the performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents Note or any other agreement or instrument governing or evidencing any of the Secured Obligations; (b) Any insolvency, bankruptcy, reorganization, arrangement, adjustment, composition or assignment for the benefit of creditors of Secured Party or Pledgor, appointment of a receiver or trustee for all or any part of Secured Party's or Pledgor's assets or liquidation, winding up or dissolution of the Pledgor; (c) Any invalidity, voidability, unenforceability or irregularity, or future change to or amendment of, in whole or in part, the Secured Obligations, the Letter Agreement, this Agreement or any other agreements, documents or instruments evidencing any Secured Obligations; (d) Any merger, acquisition, consolidation or change in structure of Pledgor, or any waiver sale, lease, transfer or other disposition of such performance any or compliance or consent to a failure of, or departure from, such performance of compliance, for any obligor under any all of the foregoingassets of Pledgor; (e) Any assignment, endorsement or other transfer, in whole or in part, of Secured Party's interest in the Secured Obligations, the Pledged Collateral or any other collateral; (f) Any claim, defense, counterclaim or set-off, other than that of prior performance, that Pledgor may have or assert, including, but not limited to, any defense of incapacity, disability or lack of corporate or other authority to execute any documents relating to the Secured Obligations, the Pledged Collateral or any other collateral; (g) the release of anyone who may be liable Secured Party's vote, claim, distribution, election, acceptance, action or inaction in any manner for bankruptcy or reorganization case related to the payment of any of Pledged Collateral or the Secured Obligations; andor (h) Any cancellation, renunciation or surrender of any pledge or any other circumstance which might otherwise constitute a legal or equitable discharge or defense available to, or a discharge of a surety or guarantordebt instrument evidencing the Secured Obligations.

Lien Absolute. To Borrower acknowledges that this Security Instrument and a number of other Loan Documents and those documents required by the Loan Documents together secure the Indebtedness. Borrower agrees that, to the extent that permitted by law, the obligations secured under lien of this Pledge Agreement constitute obligations other than those of Grantors, each Grantor agrees that this is a guaranty of payment and performance and not of collection, limited in recourse to Secured Party's rights in respect of the Collateral except with respect to the direct obligations of Grantors set forth herein. Each Grantor agrees that all rights of Secured Party hereunder, Security Instrument and all obligations of such Grantor hereunder, Borrower hereunder shall be primary, absolute and unconditional irrespective ofand shall not in any manner be affected or impaired by: (a) any lack of validity or enforceability of, of the Loan Agreement or any future amendment ofother Loan Document, or change in, any agreement with respect to any of the Loan Documents Indebtedness or Obligations or any other agreement or instrument governing or evidencing relating to any of the Obligationsforegoing; (b) any acceptance by Lender of any security for or guarantees of any of the Indebtedness; MORTGAGE, ASSIGNMENT OF RENTS AND LEASES, COLLATERAL ASSIGNMENT OF PROPERTY AGREEMENTS, (c) any failure, neglect or omission on the part of Lender to realize upon or protect any of the Indebtedness or any of the collateral security therefor, including the Loan Documents, or due to any other circumstance which might otherwise constitute a defense available to, or a discharge of, Borrower in respect of the Indebtedness and Obligations hereby secured or any collateral security therefor, including the Loan Documents, or due to any other circumstance that might otherwise constitute a defense available to, or a discharge of, Borrower in respect of the Indebtedness or Obligations or this Security Instrument (other than the indefeasible payment in full in cash of all the Indebtedness and Obligations hereby secured); (d) any change in the time, manner or place of payment of, or in any other term of, all or any part of the Indebtedness or Obligations; (e) any release (except as to the property released), sale, pledge, surrender, compromise, settlement, nonperfection, renewal, extension, indulgence, alteration, exchange, modification or disposition of any other of the Indebtedness or Obligations hereby secured or of any of the collateral security therefor; (f) any amendment or waiver of or any consent to any departure from the Loan Agreement or any other Loan Documents or of any guaranty thereof, if any, and Lender may in its discretion foreclose, exercise any power of sale, or exercise any other remedy available to it under any or all of the Loan Documents without first exercising or any other agreement or instrument governing or evidencing any Obligations; (c) any exchange, release or non-perfection of any Collateral, or any action, or the absence of any action, by Secured Party in respect thereof (including, without limitation, the release or amendment or waiver of or consent to departure from any guaranty, for all or enforcing any of the Obligations); (d) the insolvency of either Grantor; (e) the absence of any action to enforce this Pledge Agreement or the waiver or consent by Secured Party with respect to any of the provisions hereof; (f) any extension or waiver for the performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents or any other agreement or instrument governing or evidencing any of the Obligations, or any waiver of such performance or compliance or consent to a failure of, or departure from, such performance of compliance, for any obligor under any of the foregoing;rights and remedies hereunder; and (g) the release of anyone who may be liable in any manner for the payment of any exercise of the Obligations; and (h) rights or remedies of Lender hereunder or under any other circumstance which might otherwise constitute a legal or equitable discharge or defense available to, or a discharge all of a surety or guarantorthe Loan Documents.