No Satisfaction. The Mortgage has not been satisfied, cancelled, subordinated or rescinded, in whole or in part, and the Mortgaged Property has not been released from the lien of the Mortgage, in whole or in part, nor has any instrument been executed that would affect any such satisfaction, cancellation, subordination, rescission or release.
No Satisfaction. Borrowers acknowledge and agree that, except as expressly provided herein, neither this Agreement nor any other agreement entered in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Existing Loan Documents, or any rights or obligations thereunder, or a waiver by Bank of any of its rights under the Existing Loan Documents or at law or in equity.
No Satisfaction. 40 ARTICLE IV Conditions
No Satisfaction. The Borrower hereby expressly represents, warrants, acknowledges and agrees that nothing in this Agreement or in any document or instrument executed in connection with or pursuant to this Agreement shall constitute a satisfaction of or a novation as to all or any portion of Borrower's indebtedness under the Loan Documents. Borrower hereby unconditionally reaffirms, reconfirms and restates its obligation to pay in full the Revolving Loan Obligations arising under the Loan Documents and all other Loan Obligations to the Administrative Agent and/or the Lenders, as the case may be and such obligations constitute allowed, legal, valid, binding, enforceable and non-avoidable obligations of the Borrowers, and are not subject to any offset, defense, counterclaim, avoidance, or subordination pursuant to the Bankruptcy Code or any other applicable law; PROVIDED, HOWEVER, that, subject to the occurrence of the Restructuring Effective Date, ING has agreed to reduce the outstanding principal amount under the Term Loan Obligations by $95,068.
No Satisfaction. 17 SECTION 4. Representations and Warranties; Undertakings....................18
No Satisfaction. After taking into account the provisions of Section 7(E) hereof, the Borrowers hereby expressly acknowledge and agree that nothing in this Agreement or in any document or instrument executed in connection with or pursuant to this Agreement shall constitute a satisfaction of or a novation as to all or any portion of Cadiz' indebtedness under the CVDC Loan, the 1995 Loan, the Cadiz Loan, the Guarantee, the Reimbursement Agreement or the 1995 Loan or the other Loan Obligations. The Borrowers hereby unconditionally reaffirms, reconfirms and restates its obligation to pay in full the indebtedness arising under the Cadiz Loan, the Reimbursement Agreement, the Guarantee, the L/C Loan (as adjusted herein) and the 1995 Loan (collectively, the "CADIZ INDEBTEDNESS") to Lender and such obligations constitute allowed, legal, valid, binding, enforceable and non-avoidable obligations of the Borrowers, and are not subject to any offset, defense, counterclaim, avoidance, or subordination pursuant to the Bankruptcy Code or any other applicable law. Each Borrower hereby unconditionally reaffirms, reconfirms and restates its obligation to pay in full the indebtedness arising under the CVDC Loan and the 1995 Loan (the "CVDC INDEBTEDNESS")
No Satisfaction. 43 SECTION 4.01
No Satisfaction. The Borrower hereby expressly represents, warrants, acknowledges and agrees that nothing in this Agreement or in any document or instrument executed in connection with or pursuant to this Agreement shall constitute a satisfaction of or a novation as to all or any portion of Borrower's indebtedness under the Loan Documents. Borrower hereby unconditionally reaffirms, reconfirms and restates its obligation to pay in full the Revolving Loan Obligations arising under the Loan Documents and all other Loan Obligations to the Administrative Agent and/or the Lenders, as the case may be. Borrower hereby further acknowledges and agrees that it has no defenses to the enforcement of the Revolving Loan Obligations (or any portion thereof), or the other Loan Obligations, nor any counter-claims or claims of offset whatsoever and that neither this Agreement nor the consummation of the transactions contemplated herein will give rise to any such defenses, counter-claims or claims of offset.
No Satisfaction. The Borrower hereby expressly acknowledges and agrees that nothing in this Seventh Amendment or in any document or instrument executed in connection with or pursuant to this Seventh Amendment shall constitute a satisfaction of or a novation as to all or any portion of Borrowers' indebtedness under the Revolving Credit Agreement. Borrower hereby unconditionally reaffirms, reconfirms and restates its obligation to pay in full the indebtedness arising under the Revolving Credit Agreement or any of the Loan Documents to the Administrative Agent and/or the Lenders, as the case may be, the Revolving Loan Obligations or the other or Loan Obligations. Borrowers as to the Revolving Loan Obligations and the other or Loan Obligations hereby further acknowledges and agrees that it has no defenses to the enforcement of such obligations (or any portion thereof), nor any counter-claims or claims of offset whatsoever with respect to the Revolving Loan Obligations and/or the other or Loan Obligations and that neither this Seventh Amendment nor the consummation of the transactions contemplated herein will give rise to any such defenses, counter-claims or claims of offset.
No Satisfaction. The Mortgage has not been waived, modified, altered, satisfied, impaired, canceled, subordinated or rescinded, in whole or in part, and the Mortgaged Property has not been released from the lien of the Mortgage, in whole or in part, in any manner which materially interferes with the security intended to be provided by such Mortgage or the use or operation of the remaining portion of such Mortgaged Property nor has any instrument been executed that would affect any such waiver, modification, alteration, satisfaction, impairment, cancelation, subordination or rescission. The Seller has not waived the performance by the Mortgagor of any action, if the Mortgagor’s failure to perform such action would cause the Mortgage Loan to be in default, nor has the Seller waived any default resulting from any action or inaction by the Mortgagor (r) No Outstanding Charges. There are no defaults by the Seller in complying with the terms of the Mortgage. All taxes, ground rents, common charges, if applicable, governmental assessments, insurance premiums, leasehold payments, and water, sewer and municipal charges, homeowners association dues that would be a lien on any Mortgaged Property that would be of equal or superior priority to the lien of the Mortgage and that prior to the related date of origination have become delinquent in respect of such Mortgaged Property have been paid, or escrow funds have been established, to the extent permitted by law, in an amount sufficient to pay for every such escrowed item which remains unpaid and which has been assessed but is not yet due and payable. The Seller has not advanced funds, or induced,
