No Waiver by Beneficiaries. No delay in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall any modification or waiver of any of the provisions of this Guaranty be binding upon any Beneficiary except as expressly set forth in a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s rights or Guarantor’s obligations under this Guaranty. For the purposes of this Guaranty, Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Guarantor or anyone else to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, no such claim or defense shall affect or impair the obligations of Guarantor hereunder. Except as required by Applicable Laws, Guarantor’s obligations under this Guaranty shall be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Guarantor other than proof of indefeasible satisfaction or indefeasible payment in full of the Liabilities guaranteed hereunder. Guarantor hereby acknowledges that there are no conditions to the effectiveness of this Guaranty.
Appears in 2 contracts
Samples: Guaranty, Guaranty (Norfolk Southern Corp)
No Waiver by Beneficiaries. No delay in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall Table of Contents Corning Incorporated Guaranty any modification or waiver of any of the provisions of this Guaranty be binding upon any Beneficiary except as expressly set forth in a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s rights or Parent Guarantor’s obligations under this Guaranty. For the purposes of this Guaranty, Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Parent Guarantor or anyone else to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, and no such claim or defense shall affect or impair the obligations of Parent Guarantor hereunder. Except as required by Applicable Laws, Parent Guarantor’s obligations under this Guaranty shall be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Parent Guarantor other than proof of indefeasible satisfaction or indefeasible payment in full of the Liabilities guaranteed hereunder. Parent Guarantor hereby acknowledges that there are no conditions to the effectiveness of this Guaranty.
Appears in 1 contract
Samples: Guaranty (Corning Inc /Ny)
No Waiver by Beneficiaries. No delay in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall any modification or waiver of any of the provisions of this Guaranty be binding upon any Beneficiary except as expressly set forth in a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s rights or Guarantor’s obligations under this Guaranty. For the purposes of this Guaranty, Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Guarantor or anyone else to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, and no such claim or defense shall affect or impair the obligations of Guarantor hereunder. Except as required by Applicable Laws, Guarantor’s obligations under this Guaranty shall be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Guarantor other than proof of indefeasible satisfaction or indefeasible payment in full of the Liabilities guaranteed hereunder. Guarantor hereby acknowledges that there are no conditions to the effectiveness of this Guaranty.
Appears in 1 contract
Samples: Guaranty (Terremark Worldwide Inc)
No Waiver by Beneficiaries. No delay in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall any modification or waiver of any of the provisions of this Guaranty Guarantee be binding upon any Beneficiary except as expressly set forth in a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s 's rights or Guarantor’s 's obligations under this GuarantyGuarantee. For the purposes of this GuarantyGuarantee, Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Guarantor Lessee, the Trust, Certificate Trustee or anyone else to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, and no such claim or defense shall affect or impair the obligations of Guarantor hereunder. Except as required by Applicable Laws, Guarantor’s 's obligations under this Guaranty shall Guarantee shall, to the extent permitted by law, be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Guarantor (other than proof of indefeasible satisfaction or full and indefeasible payment in full and performance of all of the Liabilities guaranteed and all of Guarantor's obligations hereunder). Guarantor hereby acknowledges that there are no conditions to the effectiveness of this GuarantyGuarantee.
Appears in 1 contract
No Waiver by Beneficiaries. No delay in the exercise of any -------------------------- right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall any modification or waiver of any of the provisions of this Guaranty Guarantee be binding upon any Beneficiary except as expressly set forth in a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s 's rights or Guarantor’s 's obligations under this GuarantyGuarantee. For the purposes of this GuarantyGuarantee, Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Guarantor Lessee or anyone else else, including any other PPL Group Member, to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, and no such claim or defense shall affect or impair the obligations of Guarantor hereunder. Except as required by Applicable Laws, Guarantor’s 's obligations under this Guaranty Guarantee shall be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Guarantor (other than proof of indefeasible satisfaction or full and indefeasible payment in full and performance of all of the Liabilities guaranteed and all of Guarantor's obligations hereunder). Guarantor hereby acknowledges that there are no conditions to the effectiveness of this GuarantyGuarantee.
Appears in 1 contract
No Waiver by Beneficiaries. No delay in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall any modification or waiver of any of the provisions of this Guaranty Guarantee be binding upon any Beneficiary except as expressly set forth in a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s 's rights or Guarantor’s 's obligations under this GuarantyGuarantee. For the purposes of this GuarantyGuarantee, Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Guarantor or anyone else to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, and no such claim or defense shall affect or impair the obligations of Guarantor hereunder. Except as required by Applicable Laws, Guarantor’s 's obligations under this Guaranty Guarantee shall be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Guarantor other than proof of indefeasible satisfaction or indefeasible payment in full of the Liabilities guaranteed hereunder. Guarantor hereby acknowledges that there are no conditions to the effectiveness of this GuarantyGuarantee.
Appears in 1 contract
No Waiver by Beneficiaries. No delay in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall any -any modification or waiver of any of the provisions of this Guaranty be binding upon any Beneficiary except as expressly set forth in in--a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s 's rights or Guarantor’s 's obligations under this Guaranty. For the purposes of this Guaranty, Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Guarantor or anyone else to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, and no such claim or defense shall affect or impair the obligations of Guarantor hereunder. Except as required by Applicable Laws, Guarantor’s 's obligations under this Guaranty shall be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Guarantor other than proof of indefeasible satisfaction or indefeasible payment in full of the Liabilities guaranteed hereunderGuarantor. Guarantor hereby acknowledges that there are no conditions to the effectiveness of this Guaranty.
Appears in 1 contract
Samples: Guaranty (Reebok International LTD)
No Waiver by Beneficiaries. No delay in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall any modification or waiver of any of the provisions of this Guaranty be binding upon any Beneficiary except as expressly set forth in a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s 's rights or Guarantor’s Guarantors' obligations under this Guaranty. For the Structural Guaranty purposes of this Guaranty, Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Guarantor Guarantors or anyone else to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, and no such claim or defense shall affect or impair the obligations of Guarantor Guarantors hereunder. Except as required by Applicable Laws, Guarantor’s Guarantors' obligations under this Guaranty shall be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Guarantor other than proof of indefeasible satisfaction or indefeasible payment in full of the Liabilities guaranteed hereunderGuarantors. Guarantor Guarantors hereby acknowledges acknowledge that there are no conditions to the effectiveness of this Guaranty.
Appears in 1 contract
Samples: Guaranty and Agreement of Suretyship (Genesis Health Ventures Inc /Pa)
No Waiver by Beneficiaries. No delay in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall any modification or waiver of any of the provisions of this Guaranty Lessee Guarantee be binding upon any Beneficiary except as expressly set forth in a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s 's rights or Guarantor’s Lessee's obligations under this GuarantyLessee Guarantee. For the purposes of this GuarantyLessee Guarantee, Borrower Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Guarantor Borrower or anyone else any other Person to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, and no such claim or defense shall affect or impair the obligations of Guarantor Lessee hereunder. Except as required by Applicable Laws, Guarantor’s Lessee's obligations under this Guaranty Lessee Guarantee shall be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Guarantor other than proof of indefeasible satisfaction or indefeasible payment in full of the Liabilities guaranteed hereunderLessee. Guarantor Lessee hereby acknowledges that there are no conditions to the effectiveness of this GuarantyLessee Guarantee.
Appears in 1 contract
Samples: Lessee Guarantee (Remec Inc)
No Waiver by Beneficiaries. No delay in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy; nor shall any modification or waiver of any of the provisions of this Guaranty be binding upon any Beneficiary except as expressly set forth in a writing duly signed and delivered on its behalf. No action permitted hereunder shall in any way affect or impair any Beneficiary’s 's rights or Guarantor’s 's obligations under this Guaranty. For the purposes of this Guaranty, Liabilities shall include all of the obligations described in the definition thereof, notwithstanding (to the extent permitted by Applicable Laws) any right or power of Guarantor or anyone else to assert any claim or defense as to the invalidity or unenforceability of any such obligation, and, to the extent permitted by Applicable Laws, and no such claim or defense shall affect or impair the obligations of Guarantor hereunder. Except as required by Applicable Laws, Guarantor’s 's obligations under this Guaranty shall be absolute and unconditional irrespective of any circumstance whatsoever which might constitute a legal or equitable discharge or defense of Guarantor other than proof of indefeasible satisfaction or indefeasible payment in full of the Liabilities guaranteed hereunderGuarantor. Guarantor hereby acknowledges that there are no conditions to the effectiveness of this Guaranty.
Appears in 1 contract
Samples: Guaranty (Reebok International LTD)