Common use of Secured Parties Not Liable Clause in Contracts

Secured Parties Not Liable. (a) Notwithstanding any other provision contained in this Agreement, the Pledgor shall remain liable under the Operating Agreement to observe and perform all of the conditions and obligations to be observed and performed by the Pledgor thereunder. None of the Collateral Agent, any other Secured Party or any of their respective directors, officers, employees, Affiliates or agents shall have any obligations or liability under or with respect to any Pledged Collateral by reason of or arising out of this Agreement, except as set forth in Section 9-207(a) of the UCC, nor shall any of the Collateral Agent, any other Secured Party or any of their respective directors, officers, employees, Affiliates or agents be obligated in any manner to (i) perform any of the obligations of the Pledgor under or pursuant to the Operating Agreement or any other agreement to which the Pledgor is a party, (ii) make any payment or inquire as to the nature or sufficiency of any payment or performance with respect to any Pledged Collateral, (iii) present or file any claim or collect the payment of any amounts or take any action to enforce any performance with respect to the Pledged Collateral or (iv) take any other action whatsoever with respect to the Pledged Collateral. (b) Notwithstanding any other provision contained in this Agreement, (i) the Pledgor shall remain liable under each of the Loan Documents to which it is a party to the extent set forth therein to perform all of its duties and obligations thereunder to the same extent as if this Agreement had not been executed and (ii) the exercise by the Collateral Agent or the other Secured Parties (or any of their respective directors, officers, employees, Affiliates or agents) of any of their rights, remedies or powers hereunder shall not release the Pledgor from any of its duties or obligations under any of the Loan Documents to which it is a party.

Appears in 3 contracts

Samples: Credit Agreement (CBRE Acquisition Holdings, Inc.), Credit Agreement (Sunpower Corp), Credit Agreement (Sunpower Corp)

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Secured Parties Not Liable. (a) Notwithstanding any other provision contained in this Agreement, the Pledgor shall remain liable under the Operating Agreement Governing Agreements to observe and perform all of the conditions and obligations to be observed and performed by the Pledgor thereunder. None of the Collateral Agent, any other Secured Party or any of their respective directors, officers, employees, Affiliates affiliates or agents shall have any obligations or liability under or with respect to any Pledged Collateral by reason of or arising out of this Agreement, Agreement (except as set forth in Section 9-207(a) 207 of the UCC) or the receipt by the Collateral Agent of any payment relating to any Pledged Collateral, nor shall any of the Collateral Agent, any other Secured Party or any of their respective directors, officers, employees, Affiliates affiliates or agents be obligated in any manner to (ia) perform any of the obligations of the Pledgor under or pursuant to the Operating Agreement Governing Agreements or any other agreement to which the Pledgor is a party, ; (iib) make any payment or inquire as to the nature or sufficiency of any payment or performance with respect to any Pledged Collateral, ; (iiic) present or file any claim or collect the payment of any amounts or take any action to enforce any performance with respect to the Pledged Collateral Collateral; or (ivd) take any other action whatsoever with respect to the Pledged CollateralCollateral other than as expressly provided for herein. (b) Notwithstanding any other provision contained in this Agreement, (i) the Pledgor shall remain liable under each of the Loan Documents to which it is a party to the extent set forth therein to perform all of its duties and obligations thereunder to the same extent as if this Agreement had not been executed and (ii) the exercise by the Collateral Agent or the other Secured Parties (or any of their respective directors, officers, employees, Affiliates or agents) of any of their rights, remedies or powers hereunder shall not release the Pledgor from any of its duties or obligations under any of the Loan Documents to which it is a party.

Appears in 2 contracts

Samples: Equity Pledge Agreement (Empire Resorts Inc), Equity Pledge Agreement (Empire Resorts Inc)

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Secured Parties Not Liable. (a) Notwithstanding any other provision contained in this Agreement, the Pledgor shall remain liable under the Operating Company LLC Agreement to observe and perform all of the conditions and obligations to be observed and performed by the Pledgor thereunder. None of the Collateral Agent, any other Secured Party or any of their respective directors, officers, employees, Affiliates affiliates or agents shall have any obligations or liability under or with respect to any Pledged Collateral by reason of or arising out of this Agreement, except as set forth in Section 9-207(a) 207 of the UCCUCC or the receipt by the Collateral Agent of any payment relating to any Pledged Collateral, nor shall any of the Collateral Agent, any other Secured Party or any of their respective directors, officers, employees, Affiliates affiliates or agents be obligated in any manner to (ia) perform any of the obligations of the Pledgor under or pursuant to the Operating Company LLC Agreement or any other agreement to which the Pledgor is a party, (iib) make any payment or inquire as to the nature or sufficiency of any payment or performance with respect to any Pledged Collateral, (iiic) present or file any claim or collect the payment of any amounts or take any action to enforce any performance with respect to the Pledged Collateral or (ivd) take any other action whatsoever with respect to the Pledged Collateral. (b) Notwithstanding any other provision . Anything herein contained in this Agreementto the contrary notwithstanding, (ia) the Pledgor shall remain liable under each of the Loan Transaction Documents to which it is a party to the extent set forth therein to perform all of its duties and obligations thereunder to the same extent as if this Agreement had not been executed and (iib) the exercise by the Collateral Agent or the other Secured Parties (or any of their respective directors, officers, employees, Affiliates affiliates or agents) of any of their rights, remedies or powers hereunder shall not release the Pledgor from any of its duties or obligations under any each of the Loan Transaction Documents to which it is a party.

Appears in 1 contract

Samples: Credit Agreement (Dynegy Inc.)

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