Common use of Nature of Liability Clause in Contracts

Nature of Liability. The liability of each Guarantor hereunder is exclusive and independent of any security for or other guaranty of the Obligations of the Borrower whether executed by each Guarantor, any other guarantor or by any other party, and the liability of each Guarantor hereunder shall not be affected or impaired by (a) any direction as to application of payment by the Borrower or by any other party, or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Obligations of the Borrower, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the Borrower, or (e) any payment made to the Agents or the Lenders on the Obligations which such Agents or such Lenders repay the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding.

Nature of Liability. The liability of each Guarantor the Company hereunder is exclusive and independent of any security for or other guaranty of the Guaranteed Obligations of the each Designated Subsidiary Borrower whether executed by each Guarantorthe Company, any other guarantor or by any other party, and the liability of each Guarantor the Company hereunder shall is not be affected or impaired by (a) any direction as to application of payment by the each Designated Subsidiary Borrower or by any other partyparty (other than a direction by the Guaranteed Creditor receiving such payment), or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Guaranteed Obligations of the each Designated Subsidiary Borrower, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the each Designated Subsidiary Borrower, or (e) any payment made to the Agents or the Lenders Guaranteed Creditors on the Guaranteed Obligations which any such Agents or such Lenders repay the Guaranteed Creditor repays to each Designated Subsidiary Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor the Company waives any right to the deferral or modification of its obligations hereunder by reason of any such proceedingproceeding or (f) any action or inaction of the type described in Section 13.05.

Nature of Liability. The liability of each Guarantor the Company hereunder is exclusive and independent of any security for or other guaranty of the Guaranteed Obligations of the Borrower each Designated Subsidiary Account Party whether executed by each Guarantorthe Company, any other guarantor or by any other party, and the liability of each Guarantor the Company hereunder shall is not be affected or impaired by (a) any direction as to application of payment by the Borrower each Designated Subsidiary Account Party or by any other partyparty (other than a direction by the Guaranteed Creditor receiving such payment), or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Guaranteed Obligations of the Borrowereach Designated Subsidiary Account Party, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the Borrowereach Designated Subsidiary Account Party, or (e) any payment made to the Agents or the Lenders Guaranteed Creditors on the Guaranteed Obligations which any such Agents or such Lenders repay the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) Guaranteed Creditor repays to each Designated Subsidiary Account Party pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor the Company waives any right to the deferral or modification of its obligations hereunder by reason of any such proceedingproceeding or (f) any action or inaction of the type described in Section 9.05.

Nature of Liability. The liability of each Guarantor the Company hereunder is exclusive and independent of any security for or other guaranty of the Guaranteed Obligations of the each Designated Subsidiary Borrower whether executed by each Guarantorthe Company, any other guarantor or by any other party, and the liability of each Guarantor the Company hereunder shall is not be affected or impaired by (a) any direction as to application of payment by the each Designated Subsidiary Borrower or by any other partyparty (other than a direction by the Guaranteed Creditor receiving such payment), or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Guaranteed Obligations of the each Designated Subsidiary Borrower, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the each Designated Subsidiary Borrower, or (e) any payment made to the Agents or the Lenders Guaranteed Creditors on the Guaranteed Obligations which any such Agents or such Lenders repay the Guaranteed Creditor repays to each Designated Subsidiary Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor the Company waives any right to the deferral or modification of its obligations hereunder by reason of any such proceedingproceeding or (f) any action or inaction of the type described in Section 10.05.

Nature of Liability. The liability of each Guarantor the Company hereunder is exclusive and independent of any security for or other guaranty of the Guaranteed Obligations of the Borrower each Designated Subsidiary Account Party whether executed by each Guarantorthe Company, any other guarantor or by any other party, and the liability of each Guarantor the Company hereunder shall is not be affected or impaired by (a) any direction as to application of payment by the Borrower each Designated Subsidiary Account Party or by any other partyparty (other than a direction by the Guaranteed Creditor receiving such payment), or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Guaranteed Obligations of the Borrowereach Designated Subsidiary Account Party, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the Borrowereach Designated Subsidiary Account Party, or (e) any payment made to the Agents or the Lenders Guaranteed Creditors on the Guaranteed Obligations which any such Agents or such Lenders repay the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) Guaranteed Creditor repays to each Designated Subsidiary Account Party pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor the Company waives any right to the deferral or modification of its obligations hereunder by reason of any such proceedingproceeding or (f) any action or inaction of the type described in Section 9.05.

Nature of Liability. The liability of each Guarantor the Corporation hereunder is exclusive and independent of any security for or other guaranty of the Guaranteed Obligations of the Borrower whether executed by each Guarantorthe Corporation, any other guarantor or by any other partyPerson, and the liability of each Guarantor the Corporation hereunder shall is not be affected or impaired by (a) any direction as to application of payment by the any Subsidiary Borrower or by any other partyPerson, or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party Person as to the Obligations of the BorrowerGuaranteed Obligations, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the BorrowerCorporation or any of its Subsidiaries, or (e) any payment made to the Agents or the Lenders Guaranteed Creditors on the Guaranteed Obligations which any such Agents Guaranteed Creditor repays to the Corporation or such Lenders repay the Borrower any of its Subsidiaries (or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantortheir respective estates) pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor the Corporation waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding, or (f) any action or inaction of the type described in Section 14.05, or (g) the lack of validity or enforceability of any Credit Document or any other instrument relating thereto.

Nature of Liability. The liability of each Guarantor the MLP hereunder is primary, absolute and unconditional, exclusive and independent of any security for or other guaranty of the Obligations of the Borrower Obligations, whether executed by each Guarantor, any other guarantor or by any other party, and the MLP understands and agrees, to the fullest extent permitted under law, that the liability of each Guarantor the MLP hereunder shall not be affected or impaired by (a) any direction as to application of payment by the Borrower or by any other party, or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Obligations of the BorrowerObligations, or (c) any payment on or in reduction of any such other guaranty or undertakingundertaking (other than payment in cash of the Obligations), or (d) any dissolution, termination or increase, decrease or change in personnel by the Borrower, or (e) any payment made to the Agents or the Lenders any Guaranteed Creditor on the Obligations which any such Agents or such Lenders repay Guaranteed Creditor repays to the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor the MLP waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding, or (f) any action or inaction by the Guaranteed Creditors as contemplated in Section 14.05, or (g) any invalidity, irregularity or enforceability of all or any part of the Obligations or of any security therefor.

Nature of Liability. The liability of each Guarantor Holdings hereunder is primary, absolute and unconditional, exclusive and independent of any security for or other guaranty of the Guaranteed Obligations of the Borrower Borrower, whether executed by each Guarantor, any other guarantor or by any other party, and Holdings understands and agrees, to the fullest extent permitted under law, that the liability of each Guarantor Holdings hereunder shall not be affected or impaired by (a) any direction as to application of payment by the Borrower or by any other party, or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Guaranteed Obligations of the Borrower, or (c) any payment on or in reduction of any such other guaranty or undertakingundertaking (other than payment in cash of the Guaranteed Obligations), or (d) any dissolution, termination or increase, decrease or change in personnel by the Borrower, or (e) any payment made to the Agents or the Lenders any Guaranteed Creditor on the Guaranteed Obligations which any such Agents or such Lenders repay Guaranteed Creditor repays to the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor Holdings waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding, or (f) any action or inaction by the Guaranteed Creditors as contemplated in Section 14.05, or (g) any invalidity, irregularity or enforceability of all or any part of the Guaranteed Obligations or of any security therefor.

Nature of Liability. The liability of each Guarantor hereunder is exclusive and independent of any security for or other guaranty of the Obligations of the Borrower Borrower, whether executed by each Guarantor, any other guarantor or by any other party, and the Person. The liability of each Guarantor hereunder shall not be affected or impaired by (a) any direction as to application of payment by the Borrower or by any other party, or Person; (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor Guarantor or of any other party Person as to the Obligations of the Borrower, or ; (c) any payment on or in reduction of any such other guaranty or undertaking, or ; (d) any dissolution, termination termination, increase or increasedecrease, decrease or change in personnel by the Borrower, ; or (e) any payment made to any of the Agents or the Lenders Secured Creditors on the Obligations which that such Agents or such Lenders repay Secured Creditor repays to the Borrower or a Guarantor (including by depositing the Proceeds proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or a Guarantor) pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding.

Nature of Liability. The liability of each Guarantor the Company hereunder is exclusive and independent of any security for or other guaranty of the Guaranteed Obligations of the Borrower each Designated Subsidiary Account Party whether executed by each Guarantorthe Company, any other guarantor or by any other party, and the liability of each Guarantor the Company hereunder shall is not be affected or impaired by (a) any direction as to application of payment by the Borrower each Designated Subsidiary Account Party or by any other partyparty (other than a direction by the Guaranteed Creditor receiving such payment), or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Guaranteed Obligations of the Borrowereach Designated Subsidiary Account Party, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the Borrowereach Designated Subsidiary Account Party, or (e) any payment made to the Agents or the Lenders Guaranteed Creditors on the Guaranteed Obligations which any such Agents or such Lenders repay the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) Guaranteed Creditor repays to each Designated Subsidiary Account Party pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor the Company waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding.proceeding or (f) any action or inaction of the type described in Section 9.05. SECTION

Nature of Liability. The liability of each Guarantor of Holdings and Trico Subsea Holding hereunder is exclusive and independent of any security for or other guaranty of the Obligations of the Borrower Guaranteed Obligations, whether executed by each GuarantorHoldings, Trico Subsea Holding, any other guarantor or by any other party, and the liability of each Guarantor of Holdings and Trico Subsea Holding hereunder shall not be affected or impaired by (a) any direction as to application of payment by the Borrower Borrowers or by any other party, or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Obligations of the BorrowerGuaranteed Obligations, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the BorrowerBorrowers, or (e) any payment made to the Agents or the Lenders any Guaranteed Creditor on the Guaranteed Obligations which any such Agents Guaranteed Creditor repays to the Borrowers or such Lenders repay the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) any other Credit Party pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor waives the Borrowers waive any right to the deferral or modification of its obligations hereunder by reason of any such proceeding, or (f) any action or inaction of the type described in Section 13.05.

Nature of Liability. The liability of each Guarantor of Holdings, Trico Shipping and Intermediate Holdco hereunder is exclusive and independent of any security for or other guaranty of the Obligations of the Borrower Guaranteed Obligations, whether executed by each GuarantorHoldings, Trico Shipping, Intermediate Holdco, any other guarantor or by any other party, and the liability of each Guarantor of Holdings, Trico Shipping and Intermediate Holdco hereunder shall not be affected or impaired by (a) any direction as to application of payment by the Borrower or by any other party, or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Obligations of the BorrowerGuaranteed Obligations, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the Borrower, or (e) any payment made to the Agents or the Lenders any Guaranteed Creditor on the Guaranteed Obligations which any such Agents or such Lenders repay Guaranteed Creditor repays to the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) any other Credit Party pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor the Borrower waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding, or (f) any action or inaction of the type described in Section 14.05.

Nature of Liability. The liability of each Guarantor Parent hereunder is exclusive and independent of any security for or other guaranty of the Guaranteed Obligations of the Borrower Borrowers whether executed by each Parent, any other Guarantor, any other guarantor or by any other (154) party, and the liability of each Guarantor Parent hereunder shall not be affected or impaired by (a) any direction as to application of payment by the any Borrower or by any other partyparty (other than for misappropriation of funds by the respective Bank), or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Guaranteed Obligations of the any Borrower, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the any Borrower, or (e) any payment made to the Agents Administrative Agent, the Banks or the Lenders Interest Rate Protection Creditors on the Obligations indebtedness which the Administrative Agent, such Agents Banks or such Lenders Interest Rate Protection Creditors repay the to such Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor Parent waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding.

Nature of Liability. The liability of each Guarantor of Holdings, Trico Subsea Holding and Trico Subsea hereunder is exclusive and independent of any security for or other guaranty of the Obligations of the Borrower Guaranteed Obligations, whether executed by each GuarantorHoldings, Trico Subsea Holding, Trico Subsea, any other guarantor or by any other party, and the liability of each Guarantor of Holdings, Trico Subsea Holding and Trico Subsea hereunder shall not be affected or impaired by (a) any direction as to application of payment by the Borrower or by any other party, or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Obligations of the BorrowerGuaranteed Obligations, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the Borrower, or (e) any payment made to the Agents or the Lenders any Guaranteed Creditor on the Guaranteed Obligations which any such Agents or such Lenders repay Guaranteed Creditor repays to the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) any other Credit Party pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Guarantor the Borrower waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding, or (f) any action or inaction of the type described in Section 13.05.

Nature of Liability. The liability of each Subsidiary Guarantor hereunder is exclusive and independent of any security for or other guaranty of the Guaranteed Obligations of the Borrower Borrowers whether executed by each such Subsidiary Guarantor, any other Subsidiary Guarantor, any other guarantor or by any other party, and the liability of each Subsidiary Guarantor hereunder shall not be affected or impaired by (a) any direction as to application of payment by the Borrower Borrowers or by any other party, or (b) any other continuing or other guaranty, undertaking or maximum liability of a guarantor or of any other party as to the Guaranteed Obligations of the BorrowerBorrowers, or (c) any payment on or in reduction of any such other guaranty or undertaking, or (d) any dissolution, termination or increase, decrease or change in personnel by the BorrowerBorrowers, or (e) any payment made to the Agents DIP Agent or the Lenders on the Obligations indebtedness which such Agents the DIP Agent or such Lenders repay the Borrower or Guarantor (including by depositing the Proceeds with a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or Guarantor) Borrowers pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium or other debtor relief proceeding, and each Subsidiary Guarantor waives any right to the deferral or modification of its obligations hereunder by reason of any such proceeding.