Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances: (A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents; (B) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit); (C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect; (D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents; (E) the occurrence of any Default or Event of Default; or (F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 14 contracts
Samples: Credit Agreement (ProPetro Holding Corp.), Credit Agreement (ProFrac Holding Corp.), Credit Agreement (ProFrac Holding Corp.)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 11 contracts
Samples: Credit Agreement (3com Corp), Credit Agreement (Saks Inc), Credit Agreement (Spansion Inc.)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower Borrowers or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IXSection Six.
Appears in 9 contracts
Samples: Loan and Security Agreement (Regional Management Corp.), Loan and Security Agreement (Regional Management Corp.), Loan and Security Agreement (Regional Management Corp.)
Obligations Irrevocable. The obligations of each applicable Lender the Borrower to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of Issuing Lender or the applicable LendersRevolving Credit Lenders with respect to Letter of Credit Obligations under Section 3.6 hereof, shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Aa) any Any lack of validity or enforceability of any Letter of Credit, any Letter of Credit Agreement, any other documentation relating to any Letter of Credit, this Agreement or any of the other Loan Documents (the “Letter of Credit Documents”);
(Bb) the Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any Letter of Credit Document;
(c) The existence of any claim, setoff, defense or other right which the Borrower may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), any Lender, the Agent, the applicable Letter of Issuing Lender or any Revolving Credit Issuer, Lender or any other Person, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Cd) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(De) Payment by the surrender or impairment Issuing Lender to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of such Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(f) Any failure, omission, delay or lack on the part of the Agent, Issuing Lender or any Revolving Credit Lender or any party to any of the Letter of Credit Documents or any other Loan Document to enforce, assert or exercise any right, power or remedy conferred upon the Agent, Issuing Lender, any Revolving Credit Lender or any such party under this Agreement, any of the other Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Agent, Issuing Lender, any Revolving Credit Lender or any such party; or
(g) Any other event or circumstance that would, in the absence of this Section 3.7, result in the release or discharge by operation of law or otherwise of the Borrower from the performance or observance of any obligation, covenant or agreement contained in Section 3.6 hereof. No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which the Borrower has or may have against the beneficiary of any Letter of Credit shall be available hereunder to the Borrower against the Agent, Issuing Lender or any Revolving Credit Lender. With respect to any Letter of Credit, nothing contained in this Section 3.7 shall be deemed to prevent the Borrower, after satisfaction in full of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure absolute and unconditional obligations of the Borrower hereunder with respect to satisfy such Letter of Credit, from asserting in a separate action any claim, defense, set off or other right which they (or any of them) may have against the applicable conditions precedent set forth Agent, Issuing Lender or any Revolving Credit Lender in Article IXconnection with such Letter of Credit.
Appears in 9 contracts
Samples: Revolving Credit and Term Loan Agreement (Montauk Renewables, Inc.), Credit Agreement (Accolade, Inc.), Revolving Credit and Term Loan Agreement (Montauk Renewables, Inc.)
Obligations Irrevocable. The obligations of each applicable Lender Company and any Account Party to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersIssuing Bank or the Banks with respect to Letter of Credit Obligations under Section 3.6 hereof, shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Aa) any Any lack of validity or enforceability of any Letter of Credit, any Letter of Credit Agreement or any other documentation relating to any Letter of Credit, this Agreement or any of the other Loan Documents (the “Letter of Credit Documents”);
(b) Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any of the Letter of Credit Documents;
(Bc) the The existence of any claim, setoff, defense or other right which the Borrower Company or any Account Party may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, Issuing Bank or any Bank or any other Person, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Cd) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(De) Payment by the surrender or impairment Issuing Bank to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of such Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(f) Any failure, omission, delay or lack on the part of the Agent, Issuing Bank or any Bank or any party to any of the Letter of Credit Documents or any other Loan Document to enforce, assert or exercise any right, power or remedy conferred upon the Agent, any Bank or any such party under this Agreement, any of the other Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Agent, Issuing Bank, any Bank or any such party; or
(g) Any other event or circumstance that would, in the absence of this Section 3.7, result in the release or discharge by operation of law or otherwise of Company or any Account Party from the performance or observance of any obligation, covenant or agreement contained in Section 3.6 hereof. No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which Company or any Account Party has or may have against the beneficiary of any Letter of Credit shall be available hereunder to Company or any Account Party against the Agent, the Issuing Bank or any Bank. Nothing contained in this Section 3.7 shall be deemed to prevent Company or the Account Parties, after satisfaction in full of the terms absolute and unconditional obligations of Company and the Account Parties hereunder, from asserting in a separate action any claim, defense, set off or other right which they (or any of the Loan Documents;
(Ethem) the occurrence of may have against Agent, Issuing Bank or any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXBank.
Appears in 6 contracts
Samples: Credit Agreement (Credit Acceptance Corp), Credit Agreement (Credit Acceptance Corp), Credit Agreement (Credit Acceptance Corp)
Obligations Irrevocable. The obligations of each applicable Lender the Borrower to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of any Issuing Bank or the applicable LendersRevolving Credit Lenders with respect to Letter of Credit Obligations under Section 2.07(f), shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Ai) any Any lack of validity or enforceability of any Letter of Credit, any Letter of Credit Agreement, any other documentation relating to any Letter of Credit, this Agreement or any of the other Loan Documents (the “Letter of Credit Documents”);
(Bii) the Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any Letter of Credit Document;
(iii) The existence of any claim, setoff, defense or other right which the Borrower may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), any Lender, the Administrative Agent, the applicable Letter of any Issuing Bank or any Revolving Credit Issuer, Lender or any other Person, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Civ) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Dv) Payment by the surrender or impairment applicable Issuing Bank to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of such Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(vi) Any failure, omission, delay or lack on the part of the Administrative Agent, any Issuing Bank or any Revolving Credit Lender or any party to any of the Letter of Credit Documents or any other Loan Document to enforce, assert or exercise any right, power or remedy conferred upon the Administrative Agent, any Issuing Bank, any Revolving Credit Lender or any such party under this Agreement, any of the other Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Administrative Agent, any Issuing Bank, any Revolving Credit Lender or any such party; or
(vii) Any other event or circumstance that would, in the absence of this Section 2.07(g), result in the release or discharge by operation of law or otherwise of the Borrower from the performance or observance of any obligation, covenant or agreement contained in Section 2.07(f). No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which the Borrower has or may have against the beneficiary of any Letter of Credit shall be available hereunder to the Borrower against the Administrative Agent, any Issuing Bank or any Revolving Credit Lender. With respect to any Letter of Credit, nothing contained in this Section 2.07(g) shall be deemed to prevent the Borrower, after satisfaction in full of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure absolute and unconditional obligations of the Borrower hereunder with respect to satisfy such Letter of Credit, from asserting in a separate action any claim, defense, set off or other right which it may have against the applicable conditions precedent set forth Administrative Agent, any Issuing Bank or any Revolving Credit Lender in Article IXconnection with such Letter of Credit.
Appears in 6 contracts
Samples: Credit Agreement (Civitas Resources, Inc.), Credit Agreement (Civitas Resources, Inc.), Credit Agreement (PDC Energy, Inc.)
Obligations Irrevocable. The obligations of each applicable Lender the Borrower to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersIssuing Bank or the Revolving Credit Lenders with respect to Letter of Credit Obligations under Section 2.07(f), shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Ai) any Any lack of validity or enforceability of any Letter of Credit, any Letter of Credit Agreement, any other documentation relating to any Letter of Credit, this Agreement or any of the other Loan Documents (the “Letter of Credit Documents”);
(Bii) the Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any Letter of Credit Document;
(iii) The existence of any claim, setoff, defense or other right which the Borrower may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), any Lender, the Administrative Agent, the applicable Letter of Issuing Bank or any Revolving Credit Issuer, Lender or any other Person, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Civ) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Dv) Payment by the surrender or impairment Issuing Bank to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of such Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(vi) Any failure, omission, delay or lack on the part of the Administrative Agent, the Issuing Bank or any Revolving Credit Lender or any party to any of the Letter of Credit Documents or any other Loan Document to enforce, assert or exercise any right, power or remedy conferred upon the Administrative Agent, the Issuing Bank, any Revolving Credit Lender or any such party under this Agreement, any of the other Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Administrative Agent, the Issuing Bank, any Revolving Credit Lender or any such party; or
(vii) Any other event or circumstance that would, in the absence of this Section 2.07(g), result in the release or discharge by operation of law or otherwise of the Borrower from the performance or observance of any obligation, covenant or agreement contained in Section 2.07(f). No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which the Borrower has or may have against the beneficiary of any Letter of Credit shall be available hereunder to the Borrower against the Administrative Agent, the Issuing Bank or any Revolving Credit Lender. With respect to any Letter of Credit, nothing contained in this Section 2.07(g) shall be deemed to prevent the Borrower, after satisfaction in full of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure absolute and unconditional obligations of the Borrower hereunder with respect to satisfy such Letter of Credit, from asserting in a separate action any claim, defense, set off or other right which it may have against the applicable conditions precedent set forth Administrative Agent, the Issuing Bank or any Revolving Credit Lender in Article IXconnection with such Letter of Credit.
Appears in 6 contracts
Samples: Credit Agreement (Callon Petroleum Co), Credit Agreement (Callon Petroleum Co), Credit Agreement (Callon Petroleum Co)
Obligations Irrevocable. The obligations of each applicable Lender the Borrowers to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of Issuing Lender or the applicable LendersRevolving Credit Lenders with respect to Letter of Credit Obligations under Section 3.6 hereof, shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Aa) any Any lack of validity or enforceability of any Letter of Credit, any Letter of Credit Agreement, any other documentation relating to any Letter of Credit, this Agreement or any of the other Loan Documents (the “Letter of Credit Documents”);
(Bb) the Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any Letter of Credit Document;
(c) The existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), any Lender, the Agent, the applicable Letter of Issuing Lender or any Revolving Credit Issuer, Lender or any other Person, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Cd) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(De) Payment by the surrender or impairment Issuing Lender to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of such Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(f) Any failure, omission, delay or lack on the part of the Agent, Issuing Lender or any Revolving Credit Lender or any party to any of the Letter of Credit Documents or any other Loan Document to enforce, assert or exercise any right, power or remedy conferred upon the Agent, Issuing Lender, any Revolving Credit Lender or any such party under this Agreement, any of the other Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Agent, Issuing Lender, any Revolving Credit Lender or any such party; or
(g) Any other event or circumstance that would, in the absence of this Section 3.7, result in the release or discharge by operation of law or otherwise of the Borrowers from the performance or observance of any obligation, covenant or agreement contained in Section 3.6 hereof. No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which the Borrowers have or may have against the beneficiary of any Letter of Credit shall be available hereunder to the Borrowers against the Agent, Issuing Lender or any Revolving Credit Lender. With respect to any Letter of Credit, nothing contained in this Section 3.7 shall be deemed to prevent the Borrowers, after satisfaction in full of the terms absolute and unconditional obligations of the Borrowers hereunder with respect to such Letter of Credit, from asserting in a separate action any claim, defense, set off or other right which they (or any of them) may have against the Loan Documents;
(E) the occurrence Agent, Issuing Lender or any Revolving Credit Lender in connection with such Letter of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXCredit.
Appears in 6 contracts
Samples: Credit Agreement (Warby Parker Inc.), Revolving Credit and Term Loan Agreement (Archaea Energy Inc.), Credit Agreement (Archaea Energy Inc.)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein any credit support or enhancement provided through the Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including including, without limitation, any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense defense, or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 5 contracts
Samples: Loan and Security Agreement (Areawide Cellular Inc), Loan and Security Agreement (Factory Card Outlet Corp), Loan and Security Agreement (Childrens Place Retail Stores Inc)
Obligations Irrevocable. The obligations of each applicable Lender the Lenders to make payments to the Agent Letter of Credit Issuer with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with, including but not subject to, the terms and conditions of this Agreement under all circumstances (assuming that the Letter of Credit Issuer has issued such Letter of Credit in accordance with Section 11.04 and such Lender has not given a notice contemplated by Section 11.06(a) that continues in full force and effect), including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoffset-off, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, the Administrative Agent, any Lender or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proves to be forged, fraudulent, invalid or insufficient in any respect or 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;
(v) payment by the Letter of Credit Issuer under any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Dvi) payment by the surrender or impairment Letter of Credit Issuer under any Letter of Credit against presentation of any security for the performance draft or observance of any of certificate that does not comply with the terms of any such Letter of Credit, except payment resulting from the gross negligence or willful misconduct of the Loan Documents;
(E) the occurrence Letter of any Default or Event of DefaultCredit Issuer; or
(Fvii) the failure any other circumstances or happenings whatsoever, whether or not similar to any of the Borrower to satisfy foregoing, except circumstances or happenings resulting from the applicable conditions precedent set forth in Article IXgross negligence or willful misconduct of the Letter of Credit Issuer.
Appears in 5 contracts
Samples: Credit Agreement (Trex Co Inc), Credit Agreement (Trex Co Inc), Credit Agreement (St Joe Co)
Obligations Irrevocable. The obligations of each applicable Lender to make payments fund its ratable portion of Revolving Credit Loans to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans be made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuing Lender, Underlying Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) the occurrence of any Default or Event of Default; or
(Fvi) the failure of the a Borrower to satisfy the applicable conditions precedent set forth in Article IXto the issuance thereof.
Appears in 5 contracts
Samples: Loan and Security Agreement (Century Aluminum Co), Loan and Security Agreement (Century Aluminum Co), Loan and Security Agreement (Century Aluminum Co)
Obligations Irrevocable. The obligations of each applicable Lender Borrowers to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of Issuing Lender or the applicable LendersRevolving Credit Lenders with respect to Letter of Credit Obligations under Section 3.6 hereof, shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Aa) any Any lack of validity or enforceability of any Letter of Credit, any Letter of Credit Agreement, any other documentation relating to any Letter of Credit, this Agreement or any of the other Loan Documents (the “Letter of Credit Documents”);
(Bb) the Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any Letter of Credit Document;
(c) The existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), any Lender, the Agent, the applicable Letter of Issuing Lender or any Revolving Credit Issuer, Lender or any other Person, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Cd) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(De) Payment by the surrender or impairment Issuing Lender to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of such Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(f) Any failure, omission, delay or lack on the part of the Agent, Issuing Lender or any Revolving Credit Lender or any party to any of the Letter of Credit Documents to enforce, assert or exercise any right, power or remedy conferred upon the Agent, Issuing Lender, any Revolving Credit Lender or any such party under this Agreement, any of the other Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Agent, Issuing Lender, any Revolving Credit Lender or any such party; or
(g) Any other event or circumstance that would, in the absence of this Section 3.7, result in the release or discharge by operation of law or otherwise of Borrowers from the performance or observance of any obligation, covenant or agreement contained in Section 3.6 hereof. No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which any Borrower has or may have against the beneficiary of any Letter of Credit shall be available hereunder to such Borrower against the Agent, Issuing Lender or any Revolving Credit Lender. With respect to any Letter of Credit, nothing contained in this Section 3.7 shall be deemed to prevent any Borrower, after satisfaction in full of the terms absolute and unconditional obligations of Borrowers hereunder with respect to such Letter of Credit, from asserting in a separate action any claim, defense, set off or other right which they (or any of the Loan Documents;
(Ethem) the occurrence may have against Agent, Issuing Lender or any Revolving Credit Lender in connection with such Letter of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXCredit.
Appears in 4 contracts
Samples: Credit Agreement (Sterling Construction Co Inc), Credit Agreement (Sterling Construction Co Inc), Credit Agreement (Sterling Construction Co Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower Borrowers for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower Borrowers or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 4 contracts
Samples: Credit Agreement (Omnova Solutions Inc), Credit Agreement (Salton Inc), Credit Agreement (Salton Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower Borrowers or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 3 contracts
Samples: Credit Agreement (Unifi Inc), Credit Agreement (Unifi Inc), Credit Agreement (Unifi Inc)
Obligations Irrevocable. The obligations of each applicable Revolving Credit Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Revolving Credit Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Revolving Credit Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the any Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 3 contracts
Samples: Credit Agreement (Fleetwood Enterprises Inc/De/), Credit Agreement (Fleetwood Enterprises Inc/De/), Credit Agreement (Fleetwood Enterprises Inc/De/)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including including, without limitation, any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX10.
Appears in 3 contracts
Samples: Loan and Security Agreement (Eddie Bauer Holdings, Inc.), Loan and Security Agreement (Eddie Bauer Holdings, Inc.), Loan and Security Agreement (Eddie Bauer Holdings, Inc.)
Obligations Irrevocable. The obligations of each applicable a Revolving Loan Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersAgents, the Revolving Loan Lenders or the L/C Issuer with respect to a Letter of Credit shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuerany Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person party and the beneficiary named in any such Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) any failure by any Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(vi) any payment by the L/C Issuer under such Letter of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(vii) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 3 contracts
Samples: Financing Agreement (Modtech Holdings Inc), Financing Agreement (MDC Partners Inc), Financing Agreement (Redback Networks Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or any Credit Support provided through the Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever , including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(Ev) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 3 contracts
Samples: Loan Agreement (United States Leather Inc /Wi/), Loan and Security Agreement (Centrum Industries Inc), Loan and Security Agreement (United States Leather Inc /Wi/)
Obligations Irrevocable. The obligations of each applicable Lender Borrowers and of Revolving Loan Lenders to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersAdministrative Agent, the Letter of Credit Agent, the Revolving Loan Lenders or the L/C Issuer, as the case may be, with respect to a Letter of Credit shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which a Borrower or the Borrower Borrowers may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Administrative Agent, the applicable Letter of Credit IssuerAgent, any Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the a Borrower or any other Person party and the beneficiary named in any such Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) any failure by Administrative Agent or any other Person to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(vi) any payment by the L/C Issuer under such Letter of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(vii) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 3 contracts
Samples: Financing Agreement (Body Central Acquisition Corp), Financing Agreement (Body Central Acquisition Corp), Financing Agreement (Body Central Acquisition Corp)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein any credit support or enhancement provided through the Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including including, without limitation, any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense defense, or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 3 contracts
Samples: Loan and Security Agreement (Childrens Place Retail Stores Inc), Letter of Credit Agreement (Childrens Place Retail Stores Inc), Loan and Security Agreement (Childrens Place Retail Stores Inc)
Obligations Irrevocable. The obligations of each applicable Lender Company and any Account Party to make payments to Agent or the Agent Banks with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing Obligations under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersSection 3.6 hereof, shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Aa) any Any lack of validity or enforceability of this Agreement any Letter of Credit or any documentation relating to any Letter of Credit or to any transaction related in any way to any Letter of Credit (the "Letter of Credit Documents");
(b) Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any of the other Loan Letter of Credit Documents;
(Bc) the The existence of any claim, setoff, defense or other right which the Borrower Company or any Account Party may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), the Agent or any Lender, the Agent, the applicable Letter of Credit Issuer, Bank or any other Personperson or entity, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Cd) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(De) Payment by the surrender or impairment Agent to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of such Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(f) Any failure, omission, delay or lack on the part of the Agent or any Bank or any party to any of the Letter of Credit Documents to enforce, assert or exercise any right, power or remedy conferred upon the Agent, any Bank or any such party under this Agreement, any of the other Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Agent, any Bank or any such party; or
(g) Any other event or circumstance that would, in the absence of this Section 3.7, result in the release or discharge by operation of law or otherwise of Company or any Account Party from the performance or observance of any obligation, covenant or agreement contained in Section 3.6 hereof. No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which Company or any Account Party has or may have against the beneficiary of any Letter of Credit shall be available hereunder to Company or any Account Party against the Agent or any Bank. Nothing contained in this Section 3.7 shall be deemed to prevent Company or the Account Parties, after satisfaction in full of the terms absolute and unconditional obligations of Company and the Account Parties hereunder, from asserting in a separate action any claim, defense, set off or other right which they (or any of the Loan Documents;
(Ethem) the occurrence of may have against Agent or any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXBank.
Appears in 3 contracts
Samples: Credit Agreement (Credit Acceptance Corporation), Credit Agreement (Credit Acceptance Corporation), Credit Agreement (Credit Acceptance Corporation)
Obligations Irrevocable. The obligations of each applicable Lender the Borrower to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersIssuing Bank or the Revolving Credit Lenders with respect to Letter of Credit Obligations under Section 2.07(f) hereof, shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Ai) any Any lack of validity or enforceability of any Letter of Credit, any Letter of Credit Agreement, any other documentation relating to any Letter of Credit, this Agreement or any of the other Loan Documents (the “Letter of Credit Documents”);
(Bii) the Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any Letter of Credit Document;
(iii) The existence of any claim, setoff, defense or other right which the Borrower may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), any Lender, the Administrative Agent, the applicable Letter of Issuing Bank or any Revolving Credit Issuer, Lender or any other Person, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Civ) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Dv) Payment by the surrender or impairment Issuing Bank to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of such Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(vi) Any failure, omission, delay or lack on the part of the Administrative Agent, the Issuing Bank or any Revolving Credit Lender or any party to any of the Letter of Credit Documents or any other Loan Document to enforce, assert or exercise any right, power or remedy conferred upon the Administrative Agent, the Issuing Bank, any Revolving Credit Lender or any such party under this Agreement, any of the other Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Administrative Agent, the Issuing Bank, any Revolving Credit Lender or any such party; or
(vii) Any other event or circumstance that would, in the absence of this Section 2.07(g), result in the release or discharge by operation of law or otherwise of the Borrower from the performance or observance of any obligation, covenant or agreement contained in Section 2.07(f) hereof. No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which the Borrower has or may have against the beneficiary of any Letter of Credit shall be available hereunder to the Borrower against the Administrative Agent, the Issuing Bank or any Revolving Credit Lender. With respect to any Letter of Credit, nothing contained in this Section 2.07(g) shall be deemed to prevent the Borrower, after satisfaction in full of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure absolute and unconditional obligations of the Borrower hereunder with respect to satisfy such Letter of Credit, from asserting in a separate action any claim, defense, set off or other right which it may have against the applicable conditions precedent set forth Administrative Agent, the Issuing Bank or any Revolving Credit Lender in Article IXconnection with such Letter of Credit.
Appears in 3 contracts
Samples: Credit Agreement (Callon Petroleum Co), Credit Agreement (RSP Permian, Inc.), Credit Agreement (RSP Permian, Inc.)
Obligations Irrevocable. The obligations obligation of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations obligation of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Agent, for the account of the applicable Lenders, with respect to any Letter of Credit shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense defense, or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the any Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 3 contracts
Samples: Credit Agreement (Encore Medical Corp), Credit Agreement (Brown Shoe Co Inc/), Credit Agreement (Imperial Sugar Co /New/)
Obligations Irrevocable. The obligations of each applicable Revolving Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Administrative Agent, for the account of the applicable Revolving Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Administrative Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 2 contracts
Samples: Credit Agreement (Manufacturers Services LTD), Credit Agreement (Foamex International Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their and participation therein or with respect pursuant to the Revolving Loans made as a result provisions of a drawing under a Letter of Credit SECTION 3.8(b) hereof or otherwise and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to NationsBank or to the Agent, for the account of the applicable Lenders, shall be irrevocable and irrevocable, shall not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement (assuming, including in the case of the obligations of the Lenders to make such payments, that the Letter of Credit has been issued in accordance with SECTION 2A.4), including, without limitation, any of the following circumstances:
(Ai) any Any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the The existence of any claim, setoffset-off, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, NationsBank or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any Any draft, certificate or any other document presented under the Letter of Credit upon which payment has been made in good faith and according to its terms proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the The surrender or impairment of any Collateral or any other security for the Secured Obligations or the performance or observance of any of the terms of any of the Loan Documents;
(Ev) the The occurrence of any Default or Event of Default; or
(Fvi) NationsBank's or the Agent's failure of to deliver the Borrower to satisfy the applicable conditions precedent set forth notice provided for in Article IXSECTION 2A.4(c).
Appears in 2 contracts
Samples: Loan and Security Agreement (Burke Industries Inc /Ca/), Loan and Security Agreement (Burke Industries Inc /Ca/)
Obligations Irrevocable. The obligations of each applicable Revolving Credit Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their and its participation therein or with respect pursuant to the Revolving Loans made as a result provisions of a drawing under a Letter of Credit SECTION 5.10 hereof or otherwise and the obligations of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to BankBoston or to the Administrative Agent, for the account of the applicable Revolving Credit Lenders, shall be irrevocable and irrevocable, shall not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement (assuming, including in the case of the obligations of the Revolving Credit Lenders to make such payments, that the Letter of Credit has been issued in accordance with SECTION 3.4), including, without limitation, any of the following circumstances:
(Ai) any Any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the The existence of any claim, setoffset-off, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, BankBoston or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any Any draft, certificate or any other document presented under the Letter of Credit proving upon which payment has been made in good faith and according to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.its terms
Appears in 2 contracts
Samples: Loan and Security Agreement (Winston Furniture Co of Alabama Inc), Loan and Security Agreement (Winsloew Furniture Inc)
Obligations Irrevocable. The obligations of each applicable a Revolving Loan Lender to make payments to the Agent with respect to any applicable Letter of Credit L/C Issuer or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, Loan Representative for the account of the applicable LendersRevolving Loan Representative, the Agents, the Revolving Loan Lenders or the L/C Issuer with respect to a Letter of Credit shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoffset-off, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), the Revolving Loan Representative, any Agent, any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower Borrowers or any other Person party and the beneficiary named in any such Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) any loss or delay, including in the transmission of any document;
(v) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Evi) any failure by the Revolving Loan Representative, any Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(vii) any payment by the L/C Issuer under such Letter of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(viii) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Financing Agreement (Tpi Composites, Inc), Financing Agreement (Tpi Composites, Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Revolver Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX10.
Appears in 2 contracts
Samples: Loan and Security Agreement (Integrated Electrical Services Inc), Loan and Security Agreement (Integrated Electrical Services Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower any Obligor may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower an Obligor or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 2 contracts
Samples: Credit Agreement (Caraustar Industries Inc), Credit Agreement (Caraustar Industries Inc)
Obligations Irrevocable. The obligations of each applicable a Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, Agent or CIT with respect to a Letter of Credit shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with, including but not subject to, the terms and conditions of this Agreement under all circumstances, including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Related Documents;
(Bii) the existence of any claim, setoffset off, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, any Lender, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person party and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Related Documents;
(Ev) any failure by the Agent to provide any notices required pursuant to this Agreement relating to Letters of Credit; or
(vi) the occurrence of any Event of Default or Event of Potential Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (Golden Books Family Entertainment Inc), Revolving Credit and Term Loan Agreement (Golden Books Family Entertainment Inc)
Obligations Irrevocable. The obligations obligation of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Administrative Agent, for the account of the applicable Lenders, with respect to any Letter of Credit and the obligation of the Borrowers to make payments to the Administrative Agent, for the account of the Lenders, with respect to any Letter of Credit shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoffset-off, defense defense, or other right which the such Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Administrative Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein herein, or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the any Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Loan and Security Agreement (EveryWare Global, Inc.), Loan and Security Agreement (Metals USA Plates & Shapes Southcentral, Inc.)
Obligations Irrevocable. The obligations of each applicable Lender the Banks to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with, including but not subject to, the terms and conditions of this Agreement under all circumstances, including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoffset-off, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, any Bank or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proves to be forged, fraudulent, invalid or insufficient in any respect or 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;
(v) payment by the Agent under any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Dvi) payment by the surrender or impairment Agent under any Letter of Credit against presentation of any security for the performance draft or observance of any of certificate that does not comply with the terms of any such Letter of Credit, except payment resulting from the gross negligence or willful misconduct of the Loan Documents;
(E) the occurrence of any Default or Event of DefaultAgent; or
(Fvii) the failure any other circumstances or happenings whatsoever, whether or not similar to any of the Borrower to satisfy foregoing, except circumstances or happenings resulting from the applicable conditions precedent set forth in Article IXgross negligence or willful misconduct of the Agent.
Appears in 2 contracts
Samples: Reimbursement Agreement (Gables Residential Trust), Reimbursement Agreement (Gables Realty Limited Partnership)
Obligations Irrevocable. The obligations of each applicable Lender Company and any Account Party to make payments to Agent or the Agent Revolving Credit Banks with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing Obligations under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersSection 3.6 hereof, shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Aa) any Any lack of validity or enforceability of this Agreement any Letter of Credit or any documentation relating to any Letter of Credit or to any transaction related in any way to such Letter of Credit (the "Letter of Credit Documents");
(b) Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to any of the other Loan Letter of Credit Documents;
(Bc) the The existence of any claim, setoff, defense or other right which the Borrower Company or any Account Party may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), the Agent or any Lender, the Agent, the applicable Letter of Credit Issuer, Bank or any other Personperson or entity, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Cd) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(De) Payment by the surrender or impairment Agent to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of the Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(f) Any failure, omission, delay or lack on the part of the Agent or any Bank or any party to any of the Letter of Credit Documents to enforce, assert or exercise any right, power or remedy conferred upon the Agent, any Bank or any such party under this Agreement, any of the Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Agent, any Bank or any such party; or
(g) Any other event or circumstance that would, in the absence of this Section 3.7, result in the release or discharge by operation of law or otherwise of Company or any Account Party from the performance or observance of any obligation, covenant or agreement contained in Section 3.6. No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which Company or any Account Party has or may have against the beneficiary of any Letter of Credit shall be available hereunder to Company or any Account Party against the Agent or any Bank. Nothing contained in this Section 3.7 shall be deemed to prevent Company or the Account Parties, after satisfaction in full of the terms absolute and unconditional obligations of Company and the Account Parties hereunder, from asserting in a separate action any claim, defense, set off or other right which they (or any of the Loan Documents;
(Ethem) the occurrence of may have against Agent or any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXBank.
Appears in 2 contracts
Samples: Credit Agreement (Valassis Communications Inc), Credit Agreement (Jpe Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Administrative Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Administrative Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Foamex International Inc), Debt Agreement (Foamex L P)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower Obligor for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower any Obligor may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower any Obligor or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Obligors to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 2 contracts
Samples: Credit Agreement (PSS World Medical Inc), Credit Agreement (PSS World Medical Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the U.S. Revolving Loans or the Multicurrency Revolving Loans, as applicable, made as a result of a drawing under a Letter of Credit and the obligations of the Borrower applicable Borrowers for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersLetter of Credit Issuer, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower any Obligor, any Subsidiary or any Franchisee may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower any Obligor, any Subsidiary, any Franchisee or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Credit Agreement (Herc Holdings Inc), Credit Agreement (Herc Holdings Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower Borrowers for whose account the Letter of Credit or Credit Support was issued to make payments to the Administrative Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Administrative Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 2 contracts
Samples: Credit Agreement (Kforce Inc), Credit Agreement (Kforce Inc)
Obligations Irrevocable. The obligations of each applicable a Revolving Loan Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersAgents, the Revolving Loan Lenders or the L/C Issuer with respect to a Letter of Credit shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuerany Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person party and the beneficiary named in any such Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) any failure by any Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(vi) any payment by the L/C Issuer under such Letter of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(vii) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Financing Agreement (PRG Schultz International Inc), Financing Agreement (PRG Schultz International Inc)
Obligations Irrevocable. The obligations of each applicable Lender a Bank to make payments to the Facility Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with, including but not subject to, the terms and conditions of this Agreement under all circumstances, including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Transaction Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower Seller or Weirton may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Facility Agent, the applicable Letter of Credit IssuerCollateral Agent, any Bank, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower Seller or any other Person party and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Transaction Documents;; or
(Ev) the occurrence of any Default Termination Event or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXUnmatured Termination Event.
Appears in 2 contracts
Samples: Receivables Participation Agreement (Weirton Steel Corp), Receivables Participation Agreement (Weirton Steel Corp)
Obligations Irrevocable. The obligations of each applicable a Revolving Loan Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersAgents, the Revolving Loan Lenders or the L/C Issuer with respect to a Letter of Credit shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower Allied Systems or any other Loan Party may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuerany Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower Allied Systems or any other Person Loan Party or any other party and the beneficiary named in any such Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) any failure by any Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(vi) any payment by the L/C Issuer under such Letter of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(vii) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Financing Agreement (Allied Holdings Inc), Financing Agreement (Allied Holdings Inc)
Obligations Irrevocable. The obligations of each applicable Revolving Credit Lender to make payments to the L/C Issuer or the Administrative Agent with respect to any applicable Letter of Credit Credit, L/C Guarantee or with respect to their participation therein or with respect to the Revolving Loans Advances made as a result of a drawing under L/C Disbursement or in respect of a Letter of Credit L/C Guarantee and the obligations of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Administrative Agent, for the account of the applicable Revolving Credit Lenders, shall be irrevocable and shall irrevocable, not be subject to any setoff, defense, counterclaim, deduction or qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Revolving Credit Lender, the Administrative Agent, the applicable Letter of Credit L/C Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the a Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IXIII.
Appears in 2 contracts
Samples: Loan Agreement (Hemisphere Media Group, Inc.), Loan Agreement (Hemisphere Media Group, Inc.)
Obligations Irrevocable. The obligations of each applicable US Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the US Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower US Borrowers for whose account the Letter of Credit or Credit Support was issued to make payments to the Administrative Agent, for the account of the applicable US Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any US Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any US Lender, the Administrative Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower US Borrowers or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower US Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 2 contracts
Samples: Credit Agreement (Mobile Storage Group Inc), Credit Agreement (Mobile Storage Group Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the any Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 2 contracts
Samples: Credit Agreement (Levi Strauss & Co), Credit Agreement (Levi Strauss & Co)
Obligations Irrevocable. The obligations of each applicable U.S. Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the U.S. Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower applicable Borrowers for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable U.S. Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower applicable Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any U.S. Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower applicable Borrowers or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Credit Agreement (United Rentals Inc /De), Credit Agreement (United Rentals North America Inc)
Obligations Irrevocable. The obligations of each applicable a Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, Agent or CIT with respect to a Letter of Credit shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with, including but not subject to, the terms and conditions of this Agreement under all circumstances, including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Related Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, any Lender, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person party and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Related Documents;
(Ev) any failure by the Agent to provide any notices required pursuant to this Agreement relating to the Letters of Credit; or
(vi) the occurrence of any Event of Default or Event of Potential Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Weiners Stores Inc), Revolving Credit Agreement (Weiners Stores Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein any credit support or enhancement provided through the Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including including, without limitation, any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense (other than payment in full), or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Loan and Security Agreement (Vermont Transit Co Inc), Loan and Security Agreement (Texas New Mexico & Oklahoma Coaches Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the U.S. Revolving Loans or the Canadian Revolving Loans, as applicable, made as a result of a drawing under a Letter of Credit and the obligations of the Borrower applicable Borrowers for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower applicable Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower applicable Borrowers or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Credit Agreement (United Rentals North America Inc), Credit Agreement (United Rentals Inc /De)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or any Credit Support provided through the Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever , including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit) (provided that no such payment shall be deemed a waiver of any claim the Borrower may have);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(Ev) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Loan, Guaranty and Security Agreement (Riddell Sports Inc), Loan, Guaranty and Security Agreement (Riddell Sports Inc)
Obligations Irrevocable. The obligations of each applicable Lender the Banks to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with, including but not subject to, the terms and conditions of this Agreement under all circumstances (assuming that the Agent has issued such Letter of Credit in accordance with Section 3.04 and such Bank has not given a notice contemplated by Section 3.06(a) that continues in full force and effect), including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoffset-off, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, any Bank or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proves to be forged, fraudulent, invalid or insufficient in any respect or 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; (v) payment by the Agent under any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Credit Agreement (Gables Realty Limited Partnership), Credit Agreement (Gables Residential Trust)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower Loan Parties for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower any Loan Party may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 2 contracts
Samples: Credit Agreement (Applica Inc), Credit Agreement (Applica Inc)
Obligations Irrevocable. The obligations of each applicable a Lender to make payments to the Agent for the account of IDB, as L/C Issuer, with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit IDB, as L/C Issuer, any Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person party and the beneficiary named in any such Letter of Credit);
(C) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) any failure by IDB, as L/C Issuer, or the Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(F) any payment by IDB, as L/C Issuer, under any of the Letters of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(G) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Credit Agreement (Alon USA Energy, Inc.), Revolving Credit Agreement (Alon USA Energy, Inc.)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to any Credit Support provided through the Agent with respect to a Letter of Credit or with respect to their participation therein or with respect to in either of the Revolving Loans made as a result of a drawing under a Letter of Credit foregoing, and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(Ev) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Loan and Security Agreement (Sweetheart Holdings Inc \De\), Loan and Security Agreement (Sweetheart Holdings Inc \De\)
Obligations Irrevocable. The obligations obligation of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations obligation of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Agent, for the account of the applicable Lenders, with respect to any Letter of Credit shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense defense, or other right which the that any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the any Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IXIV.
Appears in 2 contracts
Samples: Loan Agreement (Jeffboat LLC), Loan Agreement (American Barge Line Co)
Obligations Irrevocable. The obligations of each applicable a Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersAgent, the Lenders or the L/C Issuer with respect to a Letter of Credit shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuerany Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower Borrowers or any other Person party and the beneficiary named in any such Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) any failure by the Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(vi) any payment by the L/C Issuer under such Letter of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(vii) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 2 contracts
Samples: Financing Agreement (Frederick's of Hollywood Group Inc /Ny/), Financing Agreement (Movie Star Inc /Ny/)
Obligations Irrevocable. The obligations of each applicable Lender the Lenders to make payments to the Agent Issuing Bank with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with, including but not subject to, the terms and conditions of this Agreement under all circumstances (assuming that the Issuing Bank has issued such Letter of Credit in accordance with Section 3.04 and such Lender has not given a notice contemplated by Section 3.06(a) that continues in full force and effect), including, without limitation, any of the following circumstances:
: (Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
; (Bii) the existence of any claim, setoffset-off, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lenderthe Issuing Bank, the Administrative Agent, the applicable Letter of Credit Issuer, any Lender or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions transactions; (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proves to be forged, fraudulent, invalid or insufficient in any respect or 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; (v) payment by the Issuing Bank under any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
; (Dvi) any irregularity in the surrender transaction with respect to which any Letter of Credit is issued, including any fraud by the beneficiary or impairment any transferee of such Letter of Credit; or (vii) any security for the performance other circumstances or observance of happenings whatsoever, whether or not similar to any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXforegoing.
Appears in 1 contract
Samples: Credit Agreement (Avocent Corp)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support provided through the Administrative Agent with respect to a Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Administrative Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the any Co-Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) the occurrence of any Default or Event of Default; or
(Fvi) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX10.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable a Lender to make payments to the Agent (to reimburse the Agent for payments made to Bank Leumi with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agentby Bank Leumi, for the account of the applicable Lendersas L/C Issuer), shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Bank Leumi, as L/C Issuer, any Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person party and the beneficiary named in any such Letter of Credit);
(C) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) any failure by Bank Leumi, as L/C Issuer, or the Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(F) any payment by Bank Leumi, as L/C Issuer, under any of the Letters of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(G) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable a Lender to make payments to the Funding Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersFunding Agent, the Lenders or the Issuing Lender with respect to a Letter of Credit shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuerany Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person party and the beneficiary named in any such Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) any failure by any Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(vi) any payment by the Issuing Lender under such Letter of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(vii) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender the Agent to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersL/C Issuer with respect to a Letter of Credit issued by Bank Leumi, as L/C Issuer, shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Bank Leumi, as L/C Issuer, any Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person party and the beneficiary named in any such Letter of Credit);
(C) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) any failure by Bank Leumi, as L/C Issuer, or the Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(F) any payment by Bank Leumi, as L/C Issuer, under any of the Letters of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(G) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender Company to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing Reimbursement Obligations under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, Section 2A.6 hereof shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Aa) any Any lack of validity or enforceability of this Agreement any Letter of Credit or any documentation relating to any Letter of Credit or to any transaction related in any way to such Letter of Credit (the "Letter of Credit Documents");
(b) Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to any of the other Loan Letter of Credit Documents;
(Bc) the The existence of any claim, setoff, defense or other right which the Borrower Company may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), the Agent or any Lender, the Agent, the applicable Letter of Credit Issuer, Bank or any other Personperson or entity, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Cd) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(De) Payment by the surrender or impairment Agent to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of the Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(f) Any failure, omission, delay or lack on the part of the Agent or any Bank or any party to any of the Letter of Credit Documents to enforce, assert or exercise any right, power or remedy conferred upon the Agent, any Bank or any such party under this Agreement, any of the Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Agent, any Bank or any such party; or
(g) Any other event or circumstance that would, in the absence of this Section 2A.7, result in the release or discharge by operation of law or otherwise of Company from the performance or observance of any obligation, covenant or agreement contained in Section 2A.6. No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which Company has or may have against the beneficiary of any Letter of Credit shall be available hereunder to Company against the Agent or any Bank. Nothing contained in this Section 2A.7 shall be deemed to prevent Company after satisfaction in full of the terms absolute and unconditional obligations of Company hereunder, from asserting in a separate action any claim, defense, set off or other right which they (or any of the Loan Documents;
(Ethem) the occurrence of may have against Agent or any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXBank.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Revolver Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the Pre-Petition Loan Documents or other DIP Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Pre-Petition Loan Documents or DIP Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX10.
Appears in 1 contract
Samples: Loan and Security Agreement (Integrated Electrical Services Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make ----------------------- payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein any credit support or enhancement provided through Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or Agreement, any of the other Loan Documents, the Letter of Credit or any document executed in connection therewith;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);; Loan and Security Agreement
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(Ev) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Samples: Loan and Security Agreement (Pac-West Telecomm Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower Borrowers for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower Borrowers or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower any Borrowers to satisfy the applicable conditions precedent set forth in Article IXVIII.
Appears in 1 contract
Samples: Credit Agreement (Unova Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to and their participation participations therein or with respect pursuant to the Revolving Loans made as a result provisions of a drawing under a Letter of Credit Section 4.8(c) hereof or otherwise and the obligations of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to NationsBank or to the Administrative Agent, for the account of the applicable Lenders, shall be irrevocable and irrevocable, shall not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement (assuming, including in the case of the obligations of the Lenders to make such payments, that the Letter of Credit has been issued in accordance with Section 3.4), including, without limitation, any of the following circumstances:
(Ai) any Any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the The existence of any claim, setoffset-off, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, NationsBank or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any Any draft, certificate or any other document presented under the Letter of Credit upon which payment has been made in good faith and according to its terms proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the The surrender or impairment of any Collateral, Real Estate or any other security for the Secured Obligations or the performance or observance of any of the terms of any of the Loan Documents;
(Ev) the The occurrence of any Default or Event of Default; or
(Fvi) NationsBank's or the Administrative Agent's failure of to deliver the Borrower to satisfy the applicable conditions precedent set forth notice provided for in Article IXSection 3.4(c).
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions 56 between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXARTICLE 8.
Appears in 1 contract
Samples: Credit Agreement (Acg Holdings Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their and participation therein or with respect pursuant to the Revolving Loans made as a result provisions of a drawing under a Letter of Credit SECTION 3.8(B) hereof or otherwise and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to NationsBank or to the Agent, for the account of the applicable Lenders, shall be irrevocable and irrevocable, shall not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement (assuming, including in the case of the obligations of the Lenders to make such payments, that the Letter of Credit has been issued in accordance with SECTION 2A.4), including, without limitation, any of the following circumstances:
(Ai) any Any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the The existence of any claim, setoffset-off, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, NationsBank or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any Any draft, certificate or any other document presented under the Letter of Credit upon which payment has been made in good faith and according to its terms proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the The surrender or impairment of any Collateral or any other security for the Secured Obligations or the performance or observance of any of the terms of any of the Loan Documents;
(Ev) the The occurrence of any Default or Event of Default; or
(Fvi) NationsBank's or the Agent's failure of to deliver the Borrower to satisfy the applicable conditions precedent set forth notice provided for in Article IXSECTION 2A.4(C).
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable a Participating Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersAgents, the Lenders or the L/C Issuer with respect to a Letter of Credit shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuerany Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person party and the beneficiary named in any such Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) any failure by any Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(vi) any payment by the L/C Issuer under such Letter of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(vii) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Samples: Financing Agreement (High Voltage Engineering Corp)
Obligations Irrevocable. The obligations obligation of each applicable Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their its participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations obligation of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Administrative Agent, for the account of the applicable Lenders, with respect to any Letter of Credit shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense defense, or other right which the that any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the either Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the any Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX9.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower Borrowers for whose account the Letter of Credit or Credit Support was issued to make payments to the Administrative Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan DIP Financing Documents;
(B2) the existence of any claim, setoff, defense or other right which the a Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Administrative Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan DIP Financing Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or any Credit Support provided through the Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersLenders in connection therewith, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever , including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
; or (Ev) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower Borrowers for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and their participations therein pursuant to the provisions of Section 5.10(b) hereof or otherwise and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the L/C Issuer or to Agent, for the account of the applicable Lenders, shall be irrevocable and irrevocable, shall not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement (assuming, including in the case of the obligations of the Lenders to make such payments, that the Letter of Credit has been issued in accordance with Section 3.4), including, without limitation, any of the following circumstances:
(Ai) any Any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the The existence of any claim, setoffset-off, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, L/C Issuer or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any Any draft, certificate or any other document presented under the Letter of Credit upon which payment has been made in good faith and according to its terms proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the The surrender or impairment of any Collateral or any other security for the Secured Obligations or the performance or observance of any of the terms of any of the Loan Documents;
(Ev) the The occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) the occurrence of any Default or Event of Default; or
(Fvi) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX10.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the any Borrower for whose account the Letter of Credit was issued to make payments to in respect thereof in accordance with the Agent, for the account of the applicable Lendersterms thereof and hereof, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the such Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the such Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable a Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, Agent or CIT with respect to a Letter of Credit shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with, including but not subject to, the terms and conditions of this Agreement under all circumstances, including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, any Lender, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person party and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(Ev) any failure by the Agent to provide any notices required pursuant to this Agreement relating to Letters of Credit; or
(vi) the occurrence of any Event of Default or Event of Potential Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Samples: Credit Agreement (Gs Technologies Operating Co Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the U.S. Revolving Loans or Canadian Revolving Loans, as applicable, made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower or other Loan Party may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or other Loan Party or any other Person and the beneficiary named in any Letter of Credit);; 113
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of any of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Samples: Credit Agreement (Gentek Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Samples: Credit Agreement (Spherion Corp)
Obligations Irrevocable. The obligations of each applicable Lender Company and any Account Party to make payments to Agent or the Agent Banks with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing Obligations under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable LendersSection 3.6 hereof, shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Aa) any Any lack of validity or enforceability of this Agreement any Letter of Credit or any documentation relating to any Letter of Credit or to any transaction related in any way to such Letter of Credit (the "Letter of Credit Documents");
(b) Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to any of the other Loan Letter of Credit Documents;
(Bc) the The existence of any claim, setoff, defense or other right which the Borrower Company or any Account Party may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), the Agent or any Lender, the Agent, the applicable Letter of Credit Issuer, Bank or any other Personperson or entity, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit)transactions;
(Cd) any draft, certificate Any draft or any other statement or document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(De) Payment by the surrender or impairment Agent to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of the Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit;
(f) Any failure, omission, delay or lack on the part of the Agent or any Bank or any party to any of the Letter of Credit Documents to enforce, assert or exercise any right, power or remedy conferred upon the Agent, any Bank or any such party under this Agreement, any of the Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Agent, any Bank or any such party; or
(g) Any other event or circumstance that would, in the absence of this Section 3.7, result in the release or discharge by operation of law or otherwise of Company or any Account Party from the performance or observance of any obligation, covenant or agreement contained in Section 3.6. No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which Company or any Account Party has or may have against the beneficiary of any Letter of Credit shall be available hereunder to Company or any Account Party against the Agent or any Bank. Nothing contained in this Section 3.7 shall be deemed a waiver of any claim or to prevent Company or the Account Parties, after satisfaction in full of the terms absolute and unconditional obligations of Company and the Account Parties hereunder, from asserting in a separate action any claim, defense, set off or other right which they (or any of the Loan Documents;
(Ethem) the occurrence of may have against Agent or any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IXBank.
Appears in 1 contract
Samples: Credit Agreement (Mce Companies Inc)
Obligations Irrevocable. The obligations of each applicable Revolving Credit Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Revolving Credit Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Revolving Credit Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, 79 the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the any Borrower to satisfy the applicable conditions precedent set forth in Article IXARTICLE 8.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Collateral Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Collateral Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the any Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense defense, or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein herein, or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IXARTICLE 8.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to and their participation participations therein or with respect pursuant to the Revolving Loans made as a result provisions of a drawing under a Letter of Credit Section 3.7(c) hereof or otherwise and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to BankBoston or to the Agent, for the account of the applicable Lenders, shall be irrevocable and irrevocable, shall not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement (assuming, including in the case of the obligations of the Lenders to make such payments, that the Letter of Credit has been issued in accordance with Section 3.4), including, without limitation, any of the following circumstances:
(Ai) any Any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the The existence of any claim, setoffset-off, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, BankBoston or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any Any draft, certificate or any other document presented under the Letter of Credit upon which payment has been made in good faith and according to its terms proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the The surrender or impairment of any Collateral or any other security for the Secured Obligations or the performance or observance of any of the terms of any of the Loan Documents;
(Ev) the The occurrence of any Default or Event of Default; or
(Fvi) The Agent's failure to deliver the failure of the Borrower to satisfy the applicable conditions precedent set forth notice provided for in Article IXSection 3.4(c).
Appears in 1 contract
Samples: Loan and Security Agreement (Synthetic Industries Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower Obligor for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower any Obligor may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower any Obligor or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Obligors to satisfy the applicable conditions precedent set forth in Article IX9.
Appears in 1 contract
Samples: Credit and Security Agreement (PSS World Medical Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the U.S. Revolving Loans or Canadian Revolving Loans, as applicable, made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(AI) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(BII) the existence of any claim, setoff, defense defence or other right which the any Borrower or other Loan Party may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or other Loan Party or any other Person and the beneficiary named in any Letter of Credit);
(CIII) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(DIV) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(EV) the occurrence of any Default or Event of Default; or
(FVI) the failure of the any Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Samples: Credit Agreement (Gibson Energy ULC)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein any credit support or enhancement provided through the Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including including, without limitation, any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense defense, or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the Letter of Credit proving to be forged, fraudulent, or invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the joint and several obligations of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoeverwhatsoever , including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX.8. ---------
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable a Lender to make payments to the Agent (to reimburse the Agent for payments made to Bank Leumi with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agentby Bank Leumi, for the account of the applicable Lendersas L/C Issuer), shall be irrevocable and shall not be subject to irrevocable, without any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement under all circumstances, including including, without limitation, any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower Borrowers may have at any time against a beneficiary named in a such Letter of Credit or any transferee of any such Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Bank Leumi, as L/C Issuer, any Lender, or any other Person, whether in connection with this Agreement, any applicable such Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person party and the beneficiary named in any such Letter of Credit);
(C) any draft, certificate or any other document presented under the such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents; DOC ID - 18336046.11
(E) any failure by Bank Leumi, as L/C Issuer, or the Agent to provide any notices required pursuant to this Agreement relating to such Letter of Credit;
(EF) any payment by Bank Leumi, as L/C Issuer, under any of the Letters of Credit against presentation of a draft or certificate which does not comply with the terms of such Letter of Credit; or
(G) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or any Credit Support provided through the Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account and the Letter of Credit was issued other Loan Parties to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower and the other Loan Parties may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower Borrower, and the other Loan Parties, or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(Ev) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make ----------------------- payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or any Credit Support provided through the Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit Credit, and the obligations of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever , including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(Ev) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable UK Lender (including, the UK Fronting Lender as fronting lender for the UK Revolver Participants) to make payments to the UK Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the UK Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower UK Borrowers for whose account the Letter of Credit or Credit Support was issued to make payments to the UK Agent, for the account of the applicable UK Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the any UK Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any UK Lender, the UK Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower UK Borrowers or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower UK Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable UK Lender (including the UK Fronting Lender as fronting lender for the UK Revolver Participants) to make payments to the UK Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the UK Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the UK Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the UK Agent, for the account of the applicable UK Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the UK Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any UK Lender, the UK Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the UK Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the UK Borrower to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
Obligations Irrevocable. The obligations obligation of each applicable Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations obligation of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Administrative Agent, for the account of the applicable Lenders, with respect to any Letter of Credit shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense defense, or other right which the that any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Administrative Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the any Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX9.
Appears in 1 contract
Samples: Loan and Security Agreement (Mercury Air Group Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or or, except as otherwise set forth in Section 2.10, with respect to the U.S. Revolving Loans, the ROW Revolving Loans 150 or the Canadian Revolving Loans, as applicable, made as a result of a drawing under a Letter of Credit and the obligations of the Borrower applicable Borrowers for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense or other right which the Borrower applicable Borrowers may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower applicable Borrowers or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Samples: Credit Agreement (United Rentals North America Inc)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Administrative Agent with respect to any applicable Letter of Credit, with respect to any Credit Support provided through the Administrative Agent with respect to a Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit any Shipping Release Indemnity, and the obligations of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Administrative Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoeverwhatsoever , including including, without limitation, any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit or Shipping Release Indemnity (or any Person for whom any such transferee may be acting), any Lender, the Administrative Agent, the applicable issuer of such Letter of Credit Issueror Shipping Release Indemnity, or any other Person, whether in connection with this Agreement, any applicable Letter of CreditCredit or Shipping Release Indemnity, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the any Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit or with respect to any Shipping Release Indemnity proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(Ev) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender the Borrower to make payments to the Administrative Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of any Issuing Bank or the applicable LendersRevolving Credit Lenders with respect to Letter of Credit Obligations under Section 2.07(f), shall be unconditional and irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstancesincluding, without limitation:
(Ai) any Any lack of validity or enforceability of any Letter of Credit, any Letter of Credit Agreement, any other documentation relating to any Letter of Credit, this Agreement or any of the other Loan Documents (the “Letter of Credit Documents”);
(Bii) the Any amendment, modification, waiver, consent, or any substitution, exchange or release of or failure to perfect any interest in collateral or security, with respect to or under any Letter of Credit Document; (iii) The existence of any claim, setoff, defense or other right which the Borrower may have at any time against a any beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person persons or entities for whom any such beneficiary or any such transferee may be acting), any Lender, the Administrative Agent, the applicable Letter of any Issuing Bank or any Revolving Credit Issuer, Lender or any other Person, whether in connection with this Agreement, any applicable of the Letter of CreditCredit Documents, the transactions contemplated herein or therein or any unrelated transactions transactions; (including any underlying transactions between the Borrower iv) Any draft or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate statement or any other document presented under the any Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
; (Dv) Payment by the surrender or impairment applicable Issuing Bank to the beneficiary under any Letter of Credit against presentation of documents which do not comply with the terms of such Letter of Credit, including failure of any security for documents to bear any reference or adequate reference to such Letter of Credit; (vi) Any failure, omission, delay or lack on the part of the Administrative Agent, any Issuing Bank or any Revolving Credit Lender or any party to any of the Letter of Credit Documents or any other Loan Document to enforce, assert or exercise any right, power or remedy conferred upon the Administrative Agent, any Issuing Bank, any Revolving Credit Lender or any such party under this Agreement, any of the other Loan Documents or any of the Letter of Credit Documents, or any other acts or omissions on the part of the Administrative Agent, any Issuing Bank, any Revolving Credit Lender or any such party; or (vii) Any other event or circumstance that would, in the absence of this Section 2.07(g), result in the release or discharge by operation of law or otherwise of the Borrower from the performance or observance of any obligation, covenant or agreement contained in Section 2.07(f). No setoff, counterclaim, reduction or diminution of any obligation or any defense of any kind or nature which the Borrower has or may have against the beneficiary of any Letter of Credit shall be available hereunder to the Borrower against the Administrative Agent, any Issuing Bank or any Revolving Credit Lender. With respect to any Letter of Credit, nothing contained in this Section 2.07(g) shall be deemed to prevent the Borrower, after satisfaction in full of the terms of any of the Loan Documents;
(E) the occurrence of any Default or Event of Default; or
(F) the failure absolute and unconditional obligations of the Borrower hereunder with respect to satisfy such Letter of Credit, from asserting in a separate action any claim, defense, set off or other right which it may have against the applicable conditions precedent set forth Administrative Agent, any Issuing Bank or any Revolving Credit Lender in Article IXconnection with such Letter of Credit.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to any Credit Support for any Letter of Credit or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations of the Borrower for whose account the Letter of Credit or Credit Support was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A1) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B2) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C3) any draft, certificate certificate, or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D4) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;
(E5) the occurrence of any Default or Event of Default; or
(F6) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX8 above.
Appears in 1 contract
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable the Standby Letter of Credit or with respect to and their participation participations therein or with respect pursuant to the Revolving Loans made as a result provisions of a drawing under a Letter of Credit SECTION 4.8(B) hereof or otherwise and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to NationsBank or to the Agent, for the account of the applicable Lenders, shall be irrevocable and irrevocable, shall not be subject to any qualification or exception whatsoeverwhatsoever and shall be made in accordance with the terms and conditions of this Agreement, including including, without limitation, any of the following circumstances:
(Ai) any Any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(Bii) the The existence of any claim, setoffset-off, defense or other right which the Borrower may have at any time against a the beneficiary named in a the Standby Letter of Credit or any transferee of any the Standby Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, NationsBank or any other Person, whether in connection with this Agreement, any applicable the Standby Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any the Standby Letter of Credit);
(Ciii) any Any draft, certificate or any other document presented under the Standby Letter of Credit upon which payment has been made in good faith and according to its terms proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the The surrender or impairment of any Collateral or any other security for the Secured Obligations or the performance or observance of any of the terms of any of the Loan Documents;; or
(Ev) the The occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Samples: Loan and Security Agreement (Supreme International Corp)
Obligations Irrevocable. The obligations of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit (including, without limitation, outstanding Rollover Letters of Credit) or with respect to their participation therein any credit support or enhancement provided through Agent with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit (including, without limitation, outstanding Rollover Letters of Credit), and the obligations of the Borrower for whose account the Letter of Credit was issued to make payments to the Agent, for the account of the applicable Lenders, shall be irrevocable and shall irrevocable, not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(Ai) any lack of validity or enforceability of this Agreement or any of the other DIP Loan Documents;
(Bii) the existence of any claim, setoff, defense or other right which the Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable issuer of such Letter of Credit IssuerCredit, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the Borrower or any other Person and the beneficiary named in any Letter of Credit);
(Ciii) any draft, certificate or any other document presented under the Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(Div) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; or
(Ev) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower to satisfy the applicable conditions precedent set forth in Article IX.
Appears in 1 contract
Obligations Irrevocable. The obligations obligation of each applicable Lender to make payments to the Agent with respect to any applicable Letter of Credit or with respect to their participation therein or with respect to the Revolving Loans made as a result of a drawing under a Letter of Credit and the obligations obligation of the Borrower for whose account the Letter of Credit was issued Borrowers to make payments to the Agent, for the account of the applicable Lenders, with respect to any Letter of Credit shall be irrevocable and shall not be subject to any qualification or exception whatsoever, including any of the following circumstances:
(A) any lack of validity or enforceability of this Agreement or any of the other Loan Documents;
(B) the existence of any claim, setoff, defense defense, or other right which the any Borrower may have at any time against a beneficiary named in a Letter of Credit or any transferee of any Letter of Credit (or any Person for whom any such transferee may be acting), any Lender, the Agent, the applicable Letter of Credit Issuer, or any other Person, whether in connection with this Agreement, any applicable Letter of Credit, the transactions contemplated herein or any unrelated transactions (including any underlying transactions between the such Borrower or any other Person and the beneficiary named in any Letter of Credit);
(C) any draft, certificate certificate, or any other document presented under the any Letter of Credit proving to be forged, fraudulent, invalid invalid, or insufficient in any respect or any statement therein being untrue or inaccurate in any respect;
(D) the surrender or impairment of any security for the performance or observance of any of the terms of any of the Loan Documents;; AMENDED AND RESTATED CREDIT AGREEMENT
(E) the occurrence of any Default or Event of Default; or
(F) the failure of the Borrower Borrowers to satisfy the applicable conditions precedent set forth in Article IX8.
Appears in 1 contract
