PROPEL'S OBLIGATIONS CONTINUING AND ABSOLUTE Sample Clauses

PROPEL'S OBLIGATIONS CONTINUING AND ABSOLUTE. Propel's obligations hereunder shall be continuing and not be subject to any reduction, limitation, impairment or termination for any reason, including but not limited to, any claim of waiver, release, surrender, alteration or compromise, and shall not be subject to any defense or set-off, counterclaim, recoupment or termination whatsoever by reason of any of the following: (a) the invalidity or unenforceability of the Motorola Commitments or any agreement relating thereto, including without limitation, any agreement relating to the OC Obligations; (b) any extension, modification or renewal of, or indulgence with respect to, or substitutions for, the sums evidenced by the Motorola Commitments or any part thereof or any agreement relating thereto, including without limitation, any agreement relating to the OC Obligations, at any time; (c) any failure or omission to enforce any right, power or remedy with respect to this Agreement, the Motorola Commitments or any part thereof or any agreement relating thereto, including without limitation, any agreement relating to the OC Obligations; (d) any waiver of any right, power or remedy or of any default with respect to this Agreement, the Motorola Commitments or any part thereof or any agreement relating thereto, including without limitation, any agreement relating to the OC Obligations; (e) any compromise, settlement, waiver or other modification, or any release or surrender, with or without consideration, or any part thereof or any other obligation of any Person or entity with respect to the Motorola Commitments or any part thereof or any agreement relating thereto, including without limitation, any agreement relating to the OC Obligations; (f) any defense, set-off, or counterclaim, to the payment of, any right of recoupment, in connection with, or any termination of, the Guaranteed Obligations or the OC Obligations; (g) any change in the time, manner or place of payment of, or in any other term of, all or any of the Guaranteed Obligations or the OC Obligations, or any other obligations of any of the Operating Companies under or in respect of any agreement relating to the Motorola Commitments or the OC Obligations, or any other written amendment or waiver of or any consent to departure from such agreements (including, without limitation, any increase in the Guaranteed Obligations or OC Obligations resulting from the extension of additional credit to any of the Operating Companies or any of their Affiliates or oth...
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Related to PROPEL'S OBLIGATIONS CONTINUING AND ABSOLUTE

  • Additional Conditions to Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:

  • Additional Conditions to the Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to consummate and effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by Parent:

  • Conditions to Obligations of Parent The obligation of Parent to effect the Merger is also subject to the satisfaction, or waiver by Parent, at or prior to the Effective Time, of the following conditions:

  • Obligations Continuing The obligations of each Guarantor hereunder shall be continuing and shall remain in full force and effect until all the obligations have been paid and satisfied in full. Each Guarantor agrees with the Trustee that it will from time to time deliver to the Trustee suitable acknowledgments of this continued liability hereunder and under any other instrument or instruments in such form as counsel to the Trustee may advise and as will prevent any action brought against it in respect of any default hereunder being barred by any statute of limitations now or hereafter in force and, in the event of the failure of a Guarantor so to do, it hereby irrevocably appoints the Trustee the attorney and agent of such Guarantor to make, execute and deliver such written acknowledgment or acknowledgments or other instruments as may from time to time become necessary or advisable, in the judgment of the Trustee on the advice of counsel, to fully maintain and keep in force the liability of such Guarantor hereunder.

  • CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:

  • Conditions to Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to effect the Merger are also subject to the satisfaction or waiver by Parent at or prior to the Effective Time of the following conditions:

  • Conditions to Obligations of Parent and Sub The obligations of Parent and Sub to effect the Merger are further subject to the satisfaction or waiver on or prior to the Closing Date of the following conditions:

  • Conditions to the Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:

  • Conditions to Obligations of Company The obligation of Company to effect the Merger is also subject to the satisfaction or waiver by Company at or prior to the Effective Time of the following conditions:

  • Conditions to Obligations of Seller The obligations of Seller to consummate the transactions contemplated by this Agreement shall be subject to fulfillment at or prior to the Closing of the following conditions (any one or more of which may be waived in whole or in part by Seller):

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