Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all rights of the Collateral Agent and the security interests and Liens granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of: (a) any lack of validity or enforceability of any Loan Document, Assigned Document or any other agreement or instrument relating thereto; (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document or any other agreement or instrument relating thereto; (c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations; (d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors; (e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 11 contracts
Samples: Term Loan Security Agreement, Term Loan Credit Agreement, Term Loan Credit Agreement (International Lease Finance Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each The Grantor to enforce hereby waives demand, notice, protest, notice of acceptance of this Agreement, irrespective notice of whether loans made, credit extended, Collateral received or delivered or other action taken in reliance hereon and all other demands and notices of any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actionsdescription. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Secured Party and the liens and security interests and Liens granted underhereunder, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in fullof the Grantor hereunder, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(a) any illegality or lack of validity or enforceability of any Loan Document, Assigned Document Secured Obligation or any other related agreement or instrument relating theretoinstrument;
(b) any change in the time, place or manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other rescission, waiver, amendment or waiver other modification of or any consent to any departure from any Loan Document the Purchase Agreement, the Guaranty, this Agreement or any other agreement agreement, including any increase in the Secured Obligations resulting from any extension of additional credit or instrument relating theretootherwise;
(c) any taking, exchange, release substitution, release, impairment or non-perfection of the any Collateral or any other collateral collateral, or any taking, release release, impairment, amendment, waiver or amendment or waiver other modification of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of sale, disposition or application of Collateral, proceeds of any Collateral or proceeds thereof, any other collateral or other assets to all or any part of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any changedefault, restructuring failure or termination delay, wilful or otherwise, in the performance of the corporate structure or existence of any Grantor; orSecured Obligations;
(f) any defense, set-off or counterclaim (other than a defense of payment or performance) that may at any time be available to, or be asserted by, the Grantor against the Secured Party; or
(g) any other circumstance (including, without limitation, any statute of limitations) or manner of administering the Notes or any existence of or reliance on any representation by the Secured Party that might vary the risk of the Grantor or otherwise constitute operate as a defense available to, or a legal or equitable discharge of, any the Grantor or a third-party grantor of a security interest any other grantor, guarantor or a Person deemed to be a surety.
Appears in 6 contracts
Samples: Canadian Security Agreement (TILT Holdings Inc.), Canadian Security Agreement (TILT Holdings Inc.), Canadian Security Agreement (TILT Holdings Inc.)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Each Grantor to enforce hereby waives demand, notice, protest, notice of acceptance of this Agreement, irrespective notice of whether loans made, credit extended, Collateral received or delivered or other action taken in reliance hereon and all other demands and notices of any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actionsdescription. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Secured Party and the liens and security interests and Liens granted underhereunder, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in fullof the Grantors hereunder, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(ai) any illegality or lack of validity or enforceability of any Loan Document, Assigned Document Secured Obligation or any other related agreement or instrument relating theretoinstrument;
(bii) any change in the time, place or manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other rescission, waiver, amendment or waiver other modification of or any consent to any departure from any Loan Document the Purchase Agreement, the Guaranty, this Agreement or any other agreement agreement, including any increase in the Secured Obligations resulting from any extension of additional credit or instrument relating theretootherwise;
(ciii) any taking, exchange, release substitution, release, impairment or non-perfection of the any Collateral or any other collateral collateral, or any taking, release release, impairment, amendment, waiver or amendment or waiver other modification of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(div) any manner of sale, disposition or application of Collateral, proceeds of any Collateral or proceeds thereof, any other collateral or other assets to all or any part of the Secured Obligations;
(v) any default, failure or any manner of sale delay, willful or other disposition of any Collateral for all or any otherwise, in the performance of the Secured Obligations or any other assets of the GrantorsObligations;
(evi) any changedefense, restructuring set-off or termination counterclaim (other than a defense of payment or performance) that may at any time be available to, or be asserted by, any Grantor against the corporate structure or existence of any GrantorSecured Party; or
(fvii) any other circumstance (including, without limitation, any statute of limitations) or manner of administering the Notes or any existence of or reliance on any representation by the Secured Party that might vary the risk of the Grantors or otherwise constitute operate as a defense available to, or a legal or equitable discharge of, the Grantors or any Grantor other grantor, guarantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 4 contracts
Samples: Junior Security Agreement (TILT Holdings Inc.), Junior Security Agreement (TILT Holdings Inc.), Junior Security Agreement
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Secured Party and the liens and security interests and Liens granted underhereunder, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in fullof the Debtor hereunder, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(a) any illegality or lack of validity or enforceability of any Loan Document, Assigned Document Secured Obligation or any other related agreement or instrument relating theretoinstrument;
(b) any change in the time, place or manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other rescission, waiver, amendment or waiver other modification of or any consent to any departure from any Loan Document the Note, this Agreement or any other agreement agreement, including any increase in the Secured Obligations resulting from any extension of additional credit or instrument relating theretootherwise;
(c) any taking, exchange, release substitution, release, impairment or non-perfection of the any Collateral or any other collateral collateral, or any taking, release release, impairment, amendment, waiver or amendment or waiver other modification of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of sale, disposition or application of Collateral, proceeds of any Collateral or proceeds thereof, any other collateral or other assets to all or any part of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any changedefault, restructuring failure or termination delay, wilful or otherwise, in the performance of the corporate structure or existence of any Grantor; orSecured Obligations;
(f) any defense, set-off or counterclaim (other than a defense of payment or performance) that may at any time be available to, or be asserted by, the Debtor against the Secured Party; or
(g) any other circumstance (including, without limitation, any statute of limitations) or manner of administering the Loans or any existence of or reliance on any representation by the Secured Party that might vary the risk of the Debtor or otherwise constitute operate as a defense available to, or a legal or equitable discharge of, the Debtor or any Grantor other grantor, guarantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 4 contracts
Samples: Security Agreement (Hawker Energy, Inc.), Security Agreement (Hawker Energy, Inc.), Security Agreement (Sara Creek Gold Corp.)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all rights of the Collateral Agent and the security interests and Liens granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document or Assigned Document or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 4 contracts
Samples: Aircraft Mortgage and Security Agreement (Fly Leasing LTD), Aircraft Mortgage and Security Agreement (Fly Leasing LTD), Aircraft Mortgage and Security Agreement (International Lease Finance Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and hereunder, the Security Interest, the grant of a security interests and Liens granted under, interest in the Pledged Collateral and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the Credit Agreement, any other Loan Document, Assigned Document the Secured Hedge Agreement, any Cash Management Services, any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document Document, the Secured Hedge Agreement, any Cash Management Services, or any other agreement or instrument relating thereto;
instrument, (c) any taking, exchange, release or non-perfection of the Collateral any Lien on other collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guarantyguarantee, for all securing or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for guaranteeing all or any of the Secured Obligations or any other assets (d) subject only to termination of a Grantor’s obligations hereunder in accordance with the terms of Section 8.12, but without prejudice to reinstatement rights under Section 2.04 of the Grantors;
(e) any changeGuaranty, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Secured Obligations or a third-party grantor of a security interest or a Person deemed to be a suretythis Agreement.
Appears in 4 contracts
Samples: Security Agreement (Chinos Holdings, Inc.), Credit Agreement (Chinos Holdings, Inc.), Credit Agreement (J Crew Group Inc)
Security Interest Absolute. A separate action or actions may be brought All rights and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all rights security interests of the Collateral Agent and the security interests and Liens granted underSecured Parties hereunder, and all obligations of each Grantor underthe Company hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(a) any lack of validity or enforceability of the Credit Agreement, any Loan other Credit Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured ObligationsObligations (including, without limitation, the possible extension of the Commitment Termination Date and increase of the amount of the Commitments all on the terms and conditions set forth in the Credit Agreement), or any other amendment amendment, renewal or waiver of or any consent to any departure from any Loan Document the Credit Agreement or any other agreement or instrument relating theretoCredit Document;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner indulgence, moratorium or release granted by any Secured Party, including but not limited to (i) any renewal, extension or modification which a Secured Party may grant with respect to the Obligations, (ii) any surrender, compromise, release, renewal, extension, exchange or substitution which a Secured Party may grant in respect of application of Collateral, or proceeds thereof, to all or any of item securing the Secured Obligations, or any manner of sale or other disposition of any Collateral for all part thereof or any interest therein, or (iii) any release or indulgence granted to any endorser, guarantor or surety of the Secured Obligations or any other assets of the Grantors;Obligations; or
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Grantor the Company or a third-third party grantor of a security interest or a Person deemed to be a suretypledgor.
Appears in 3 contracts
Samples: Credit Agreement (Willbros Group Inc), Credit Agreement (Willbros Group Inc), Pledge Agreement (Willbros Group Inc)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Transaction Documents, all rights of the Collateral Agent Security Trustees and the security interests and Liens granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Transaction Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Transaction Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Transaction Document or Assigned Document or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 3 contracts
Samples: Term Loan Credit Agreement (International Lease Finance Corp), Credit Agreement (International Lease Finance Corp), Credit Agreement (International Lease Finance Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Notes Collateral Agent and hereunder, the security interests and Liens granted under, hereunder and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the Indenture, any Loan other Notes Document, Assigned Document any agreement with respect to any of the Secured Notes Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Notes Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Loan other Notes Document or any other agreement or instrument relating thereto;
to the foregoing, (c) any taking, exchange, release or non-perfection nonperfection of the Collateral any Lien on any Collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guaranty, for securing or guaranteeing all or any of the Secured Notes Obligations;
, (d) any manner of application of Collateralbankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition like of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
Grantor, (e) any changeexercise or non-exercise, restructuring or termination any waiver of, any right, remedy, power or privilege under or in respect of the corporate structure this Security Agreement or existence of any Grantor; or
other Notes Document or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Secured Notes Obligations or this Security Agreement (other than a third-party grantor termination of a security interest any Lien contemplated by Section 7.12 or a Person deemed to be a suretythe repayment of the Secured Notes Obligations in full).
Appears in 3 contracts
Samples: Pledge and Security Agreement (New Fortress Energy Inc.), Pledge and Security Agreement (New Fortress Energy Inc.), Pledge and Security Agreement (New Fortress Energy Inc.)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and hereunder, the security interests and Liens granted under, Security Interest and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document Grantors hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the Credit Agreement, any other Loan Document, Assigned Document any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document Document, or any other agreement or instrument relating thereto;
instrument, (c) any takingpledge, exchange, release or non-perfection of the Collateral any Lien on other collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guaranty, for all the Guaranty or any of the Secured Obligations;
(d) any manner of application of Collateralother guarantee, securing or proceeds thereof, to guaranteeing all or any of the Secured Obligations, (d) any bankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or any manner of sale or other disposition the like of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
Grantor, (e) any changeexercise, restructuring non-exercise or termination waiver of any right, remedy, power or privilege under or in respect hereof, of the corporate structure Credit Agreement or existence of any Grantor; or
other Loan Document except as specifically set forth in a waiver granted pursuant to the provisions of Section 8.8(b) hereof, or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Secured Obligations or a third-party grantor of a security interest or a Person deemed to be a suretythis Agreement.
Appears in 3 contracts
Samples: Security Agreement, Security Agreement (GameStop Corp.), Security Agreement (GameStop Corp.)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Administrative Agent hereunder, the Security Interest, the grant of a security interest in the Pledged Collateral Agent and the security interests and Liens granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the Credit Agreement, any other Loan Document, Assigned Document any agreement with respect to any of the Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument relating thereto;
to the foregoing, (c) any taking, exchange, release or non-perfection of the Collateral any Lien on other collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guarantyguarantee, for securing or guaranteeing all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(fd) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Obligations or a third-party grantor this Agreement, other than payment in full of a security interest all the Obligations (other than Obligations under or a Person deemed to be a suretyin respect of Specified Swap Agreements, Specified Cash Management Agreements, unasserted indemnification, tax gross up, expense reimbursement or yield protection obligations, in each case for which no claim has been made, and other contingent obligations that survive the repayment of the Loans).
Appears in 3 contracts
Samples: Credit Agreement (SunCoke Energy Partners, L.P.), Credit Agreement (SunCoke Energy, Inc.), Credit Agreement (SunCoke Energy, Inc.)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Related Document, Assigned Document Document, Credit Facility or Swap Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Related Document, Assigned Document, Credit Facility or Swap Agreement or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 2 contracts
Samples: Security Trust Agreement (Aircraft Finance Trust), Security Trust Agreement (Lease Investment Flight Trust)
Security Interest Absolute. A The obligations of the Pledgor under this Agreement are independent of the Obligations, and a separate action or actions may be brought and prosecuted against each Grantor the Pledgor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor the Company or whether any other Grantor the Company is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and the Secured Party, the security interests and Liens granted underhereunder, and all obligations of each Grantor underthe Pledgor hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(ai) any lack of validity or enforceability of any Loan Document, Assigned Document the Guarantee or any other agreement or instrument relating thereto;
(bii) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Guarantee, including, without limitation, any Loan Document or any other agreement or instrument relating theretoincrease in the Obligations resulting from the provision by the Secured Party of additional services to Global Freeway;
(ciii) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(div) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any part of the Secured Obligations or any other assets of the GrantorsCompany or any of its subsidiaries;
(ev) any change, restructuring or termination of the corporate structure or existence of the Company or any Grantorof its subsidiaries; or
(fvi) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Grantor the Company or a third-third party grantor of a security interest or a Person deemed to be a suretypledgor.
Appears in 2 contracts
Samples: Stock Pledge Agreement (Global One Communications Pty LTD), Stock Pledge Agreement (Global One Communications Pty LTD)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Security Agent and hereunder, the security interests and Liens granted under, interest in the Collateral and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall hereunder will be absolute and unconditional, unconditional irrespective of:
(a1) any lack of validity or enforceability of the Intercreditor Agreement, the Senior Facilities Agreement, any Loan other Secured Debt Document, Assigned Document any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating theretoto any of the foregoing;
(b2) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Intercreditor Agreement, the Senior Facilities Agreement, any Loan other Secured Debt Document or any other agreement or instrument relating theretoinstrument;
(c3) any taking, exchange, release or non-perfection non‑perfection of the Collateral any lien on other collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guarantyguarantee, for securing or guaranteeing all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f4) subject only to termination or release of a Grantor’s obligations hereunder in accordance with the terms of Section 5.15 hereof, any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Secured Obligations or this Agreement (other than a thirddefense of payment or performance). |EU-party grantor of a security interest or a Person deemed to be a surety.DOCS\33068515.6||
Appears in 2 contracts
Samples: Collateral Agreement (Paysafe LTD), Collateral Agreement (Paysafe LTD)
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against the Borrower or any other Grantor or whether the Borrower or any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any Loan Document Document, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to the Borrower or any other agreement Guarantor or instrument relating theretoany of their subsidiaries or otherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the GrantorsBorrower or any Guarantor or any of their subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of the Borrower or any GrantorGuarantor or any of their subsidiaries; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 2 contracts
Samples: Security Agreement (Audio Book Club Inc), Credit Agreement (Audio Book Club Inc)
Security Interest Absolute. A The obligations of the Grantor under this Agreement are independent of the Obligations, and a separate action or actions may be brought and prosecuted against each the Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor Loan Party or whether any other Grantor Loan Party is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and the security interests and Liens granted underhereunder, and all obligations of each the Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Document, including, without limitation, any increase in the Obligations resulting from the extension of additional credit to any Loan Party or any other agreement of its Subsidiaries or instrument relating theretootherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantorsany loan Party or any of its Subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantorloan Party or any of its Subsidiaries; or
(f) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Grantor Loan Party or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 2 contracts
Samples: Credit Agreement (Asbury Automotive Group Inc), Credit Agreement (Asbury Automotive Group Inc)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Related Document, Assigned Document Document, Eligible Credit Facility or Hedge Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Related Document, Assigned Document, Eligible Credit Facility or Hedge Agreement or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorssuch Grantor;
(e) any change, restructuring or termination of the corporate corporate, company or trust structure or existence as applicable of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 2 contracts
Samples: Security Trust Agreement (Genesis Lease LTD), Security Trust Agreement (Babcock & Brown Air LTD)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Notes Collateral Agent and hereunder, the security interests and Liens granted under, hereunder and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the Indenture, any Loan other Notes Document, Assigned Document any agreement with respect to any of the Notes Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Notes Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Loan other Notes Document or any other agreement or instrument relating thereto;
to the foregoing, (c) any taking, exchange, release or non-perfection of the Collateral any Lien on any Collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guarantyguarantee, for securing or guaranteeing all or any of the Secured Notes Obligations;
, (d) any manner of application of Collateralbankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition like of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
Grantor, (e) any changeexercise or non-exercise, restructuring or termination any waiver of, any right, remedy, power or privilege under or in respect of the corporate structure this Security Agreement or existence of any Grantor; or
other Notes Document or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Notes Obligations or this Security Agreement (other than a third-party grantor termination of a security interest any Lien contemplated by Section 7.12 or a Person deemed to be a suretythe occurrence of the Termination Date).
Appears in 2 contracts
Samples: Pledge and Security Agreement (Blackstone Mortgage Trust, Inc.), Pledge and Security Agreement (Blackstone Mortgage Trust, Inc.)
Security Interest Absolute. A separate action or actions may be brought All rights and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all rights security interests of the Collateral Agent and the security interests and Liens granted underSecured Parties hereunder, and all obligations of each Grantor undera Pledgor hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(a) any lack of validity or enforceability of the Credit Agreement, any Loan other Credit Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured ObligationsObligations (including, without limitation, the possible extension of the Commitment Termination Date and increase of the amount of the Commitments all on the terms and conditions set forth in the Credit Agreement), or any other amendment amendment, renewal or waiver of or any consent to any departure from any Loan Document the Credit Agreement or any other agreement or instrument relating theretoCredit Document;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner indulgence, moratorium or release granted by any Secured Party, including but not limited to (i) any renewal, extension or modification which a Secured Party may grant with respect to the Obligations, (ii) any surrender, compromise, release, renewal, extension, exchange or substitution which a Secured Party may grant in respect of application of Collateral, or proceeds thereof, to all or any of item securing the Secured Obligations, or any manner of sale or other disposition of any Collateral for all part thereof or any interest therein, or (iii) any release or indulgence granted to any endorser, guarantor or surety of the Secured Obligations or any other assets of the Grantors;Obligations; or
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Grantor a Pledgor or a third-third party grantor of a security interest or a Person deemed to be a suretypledgor.
Appears in 2 contracts
Samples: Credit Agreement (Willbros Group Inc), Credit Agreement (Willbros Group Inc)
Security Interest Absolute. A Subject to Section 8.14, a separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in this Agreement, until the Loan DocumentsSecured Obligations then outstanding are paid in full, all rights of the Collateral Agent Security Trustee and the security interests and Liens granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, under this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of the Indenture, any Loan Security Document, Assigned Document Lease or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Loan Document Security Document, or Assigned Lease or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any a guaranty, if any, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the GrantorsObligations;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 2 contracts
Samples: Aircraft Mortgage and Security Agreement (General Electric Capital Corp), Aircraft Mortgage and Security Agreement (General Electric Capital Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Lead Purchaser and the other Secured Parties and liens and security interests and Liens granted underhereunder, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in fullof the Grantor hereunder, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(a) any illegality or lack of validity or enforceability of any Loan Document, Assigned Document Secured Obligation or any other related agreement or instrument relating theretoinstrument;
(b) any change in the time, place or manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other rescission, waiver, amendment or waiver other modification of or any consent to any departure from any Loan Document the Senior Notes, this Agreement or any other agreement agreement, including any increase in the Secured Obligations resulting from any extension of additional credit or instrument relating theretootherwise;
(c) any taking, exchange, release substitution, release, impairment or non-perfection of the any Collateral or any other collateral collateral, or any taking, release release, impairment, amendment, waiver or amendment or waiver other modification of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of sale, disposition or application of Collateral, proceeds of any Collateral or proceeds thereof, any other collateral or other assets to all or any part of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any changedefault, restructuring failure or termination delay, wilful or otherwise, in the performance of the corporate structure or existence of any Grantor; orSecured Obligations;
(f) any defense, set-off or counterclaim (other than a defense of payment or performance) that may at any time be available to, or be asserted by, the Grantor against the Secured Party; or
(g) any other circumstance (including, without limitation, any statute of limitations) or manner of administering the Loans or any existence of or reliance on any representation by the Secured Party that might vary the risk of the Grantor or otherwise constitute operate as a defense available to, or a legal or equitable discharge of, any the Grantor or a third-party grantor of a security interest any other grantor, guarantor or a Person deemed to be a surety.
Appears in 2 contracts
Samples: Security Agreement (Coupon Express, Inc.), Security Agreement (Psi Corp)
Security Interest Absolute. A The obligations of each -------------------------- Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each such Grantor to enforce this Agreement, Agreement irrespective of whether any action is brought against any the other Grantor Grantors or whether any the other Grantor is Grantors are joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(ai) any lack of validity or enforceability of any Loan Document, Assigned Document any Hedge Agreement or any other agreement or instrument relating thereto;
(bii) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document or any other agreement Hedge Agreement, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to any Grantor or instrument relating theretoany of its Subsidiaries or otherwise;
(ciii) any taking, exchange, release or non-perfection nonperfection of the Collateral any Intellectual Property Collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(div) any manner of application of Intellectual Property Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Intellectual Property Collateral for all or any of the Secured Obligations or any other assets of the Grantorsany Grantor or any of its Subsidiaries;
(ev) any change, restructuring or termination of the corporate structure or existence of any GrantorGrantor or any of its Subsidiaries; or
(fvi) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any such Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Samples: Intellectual Property Security Agreement (Iron Age Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and hereunder, the security interests and Liens granted under, hereunder and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the Term Loan Credit Agreement, any other Loan Document, Assigned Document any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Term Loan Credit Agreement, any other Loan Document or any other agreement or instrument relating thereto;
to the foregoing, (c) any taking, exchange, release or non-perfection of the Collateral any Lien on any Collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guaranty, for all securing or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to guaranteeing all or any of the Secured Obligations, (d) any bankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or any manner of sale or other disposition the like of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
Grantor, (e) any changeexercise or non-exercise, restructuring or termination any waiver of, any right, remedy, power or privilege under or in respect of the corporate structure this Security Agreement or existence of any Grantor; or
other Loan Document or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Secured Obligations or this Security Agreement (other than a third-party grantor termination of a security interest any Lien contemplated by Section 7.12 or a Person deemed to be a suretythe occurrence of the Termination Date).
Appears in 1 contract
Samples: Term Loan Credit Agreement (PQ Group Holdings Inc.)
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be KL2:194292.6 brought and prosecuted against each such Grantor to enforce this Agreement, irrespective of whether any action is brought against any the other Grantor Grantors or whether any the other Grantor is Grantors are joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(ai) any lack of validity or enforceability of any Loan Document, Assigned Document any Bank Hedge Agreement or any other agreement or instrument relating thereto;
(bii) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document or any other agreement Bank Hedge Agreement, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to any Grantor or instrument relating theretoany of its Subsidiaries or otherwise;
(ciii) any taking, exchange, release or non-perfection nonperfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(div) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorsany Grantor or any of its Subsidiaries;
(ev) any change, restructuring or termination of the corporate structure or existence of any GrantorGrantor or any of its Subsidiaries; or
(fvi) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any such Grantor or a third-party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Security Interest Absolute. A The Obligations of each -------------------------- Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor Credit Party or whether any other Grantor Credit Party is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Credit Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any Loan Document Credit Document, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to any Grantor or any other agreement of its Subsidiaries or instrument relating theretootherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorsany Grantor or any of its Subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of any GrantorGrantor or any of its subsidiaries; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any such Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Samples: Credit Agreement (Modus Media International Holdings Inc)
Security Interest Absolute. A The obligations of each -------------------------- Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each such Grantor to enforce this Agreement, Agreement irrespective of whether any action is brought against any the other Grantor Grantors or whether any the other Grantor is Grantors are joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(ai) any lack of validity or enforceability of any Loan Document, Assigned Document any Hedge Agreement or any other agreement or instrument relating thereto;
(bii) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document or any other agreement Secured Hedge Agreement, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to any Grantor or instrument relating theretoany of its Subsidiaries or otherwise;
(ciii) any taking, exchange, release or non-perfection nonperfection of the Collateral any Collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(div) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantorsany Grantor or any of its Subsidiaries;
(ev) any change, restructuring or termination of the corporate structure or existence of any GrantorGrantor or any of its Subsidiaries; or
(fvi) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any such Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Samples: Security Agreement (Iron Age Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Each Grantor to enforce hereby waives demand, notice, protest, notice of acceptance of this Agreement, irrespective notice of whether loans made, credit extended, Collateral received or delivered or other action taken in reliance hereon and all other demands and notices of any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actionsdescription. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Secured Party and the liens and security interests and Liens granted underhereunder, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in fullof the Grantors hereunder, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(ai) any illegality or lack of validity or enforceability of any Loan Document, Assigned Document Secured Obligation or any other related agreement or instrument relating theretoinstrument;
(bii) any change in the time, place or manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other rescission, waiver, amendment or waiver other modification of or any consent to any departure from any Loan Document the Purchase Agreement, the Guaranty, this Agreement or any other agreement agreement, including any increase in the Secured Obligations resulting from any extension of additional credit or instrument relating theretootherwise;
(ciii) any taking, exchange, release substitution, release, impairment or non-perfection of the any Collateral or any other collateral collateral, or any taking, release release, impairment, amendment, waiver or amendment or waiver other modification of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(div) any manner of sale, disposition or application of Collateral, proceeds of any Collateral or proceeds thereof, any other collateral or other assets to all or any part of the Secured Obligations;
(vi) any default, failure or any manner of sale delay, willful or other disposition of any Collateral for all or any otherwise, in the performance of the Secured Obligations or any other assets of the GrantorsObligations;
(evii) any changedefense, restructuring set-off or termination counterclaim (other than a defense of payment or performance) that may at any time be available to, or be asserted by, any Grantor against the corporate structure or existence of any GrantorSecured Party; or
(fviii) any other circumstance (including, without limitation, any statute of limitations) or manner of administering the Notes or any existence of or reliance on any representation by the Secured Party that might vary the risk of the Grantors or otherwise constitute operate as a defense available to, or a legal or equitable discharge of, the Grantors or any Grantor other grantor, guarantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Security Interest Absolute. A (a) The obligation of each Pledgor under this Agreement is independent of the Obligations, and a separate action or actions may be brought and prosecuted against each Grantor either Pledgor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Secured Party and the pledge, hypothecation and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underPledgor hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, to the extent permitted by applicable Law, irrespective of:
(ai) any lack of validity or enforceability of any of the Loan Document, Assigned Document Documents or any other agreement or instrument relating thereto;
(bii) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Loan Document Documents or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(diii) any manner of application of the Pledged Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral other collateral for all or any of the Secured Obligations or any other assets of the GrantorsObligations;
(eiv) any change, restructuring or termination of the corporate structure or existence or identity of any Grantorof Secured Party;
(v) any exchange, release or non-perfection of any other collateral, or any release or amendment or waiver of or consent to any departure from any guaranty, for all or any of the Obligations; or
(fvi) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Grantor either Pledgor, USA Sub, OCGP (in its capacity as a Sub, in addition to as a Pledgor) or a third-third party grantor of a security interest or a Person deemed to be a suretyexcept as otherwise provided herein.
Appears in 1 contract
Security Interest Absolute. A The obligations of each Grantor -------------------------- under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each any Grantor to enforce this Agreement, irrespective of whether any action is brought against the Borrower or any other Grantor Loan Party or whether any other Grantor the Borrower is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of the each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any Loan Document Document, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to the Borrower, any other Loan Party, or any other agreement of their subsidiaries or instrument relating theretootherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorsany Grantor or any of their subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of any GrantorGrantor or any of their subsidiaries; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Borrower and the security interests and Liens granted underhereunder, and all obligations of each Grantor underBorrower hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a1) any lack of validity or enforceability of any Loan Documentdocument, Assigned Document or any other agreement or instrument relating theretoentered into in connection herewith;
(b2) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligationsobligations secured hereby, or any other amendment or waiver of or any consent to any departure from any Loan Document or any other document, agreement or instrument relating theretoentered into in connection herewith, including, without limitation, any change in fees or interest rates, or any increase in the obligations secured hereby resulting from the extension of additional credit to Borrower or any of its subsidiaries or otherwise;
(c3) any enforcement, release, amendment, termination or waiver of, or consent to the departure from any term or condition of this Pledge Agreement, any guarantee or any related document, including the taking, exchangeholding or sale of any collateral or any termination or release of any collateral (other than a complete release of the Collateral from the liens created by this Pledge Agreement or any related document) or any guarantee, release or the non-perfection of the Collateral any liens created by this Pledge Agreement or any other collateral related document;
(4) any refusal of payment by Lender in whole or takingin part, release or amendment or waiver of or consent to departure from any guaranty, for all obligor or guarantor in connection with any of the Secured Obligations;
(d) any manner of application of Collateralobligations secured hereby, whether or not with notice to, or proceeds thereof, to all or any of the Secured Obligationsfurther assent by, or any manner reservation of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;rights against. Borrower; or
(e5) any change, restructuring or termination of the corporate structure or existence of Borrower or any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a suretyits subsidiaries.
Appears in 1 contract
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against the Borrowers or any other Grantor or whether the Borrowers or any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any Loan Document Document, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to the Borrowers or any other agreement Guarantor or instrument relating theretoany of their subsidiaries or otherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the GrantorsBorrowers or any Guarantor or any of their subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of the Borrowers or any GrantorGuarantor or any of their subsidiaries; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Samples: Security Agreement (Mediabay Inc)
Security Interest Absolute. A The obligations of each of the Grantors under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each any Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any such other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Lenders and the pledge, assignment and security interests and Liens interest granted underhereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of the Loan Agreement or any other Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any the Loan Document Agreement or any other agreement or instrument relating theretoLoan Document;
(c) any taking, exchange, release or non-perfection nonperfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the GrantorsGrantors or any Grantor's Subsidiary;
(e) any change, restructuring or termination of the corporate structure or existence of the Grantors or any Grantor's Subsidiary; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyLien.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought All rights and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all rights security interests of the Collateral Agent and the security interests and Liens granted underSecured Parties hereunder, and all obligations of each Grantor underthe Company hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(a) any lack of validity or enforceability of the Credit Agreement, any Loan other Credit Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations17 Obligations (including, without limitation, the possible extension of the Commitment Termination Date and increase of the amount of the Commitments all on the terms and conditions set forth in the Credit Agreement), or any other amendment amendment, renewal or waiver of or any consent to any departure from any Loan Document the Credit Agreement or any other agreement or instrument relating theretoCredit Document;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner indulgence, moratorium or release granted by any Secured Party, including but not limited to (i) any renewal, extension or modification which a Secured Party may grant with respect to the Obligations, (ii) any surrender, compromise, release, renewal, extension, exchange or substitution which a Secured Party may grant in respect of application of Collateral, or proceeds thereof, to all or any of item securing the Secured Obligations, or any manner of sale or other disposition of any Collateral for all part thereof or any interest therein, or (iii) any release or indulgence granted to any endorser, guarantor or surety of the Secured Obligations or any other assets of the Grantors;Obligations; or
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Grantor the Company or a third-third party grantor of a security interest or a Person deemed to be a suretypledgor.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and hereunder, the security interests and Liens granted under, hereunder and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the Second Lien Credit Agreement, any other Loan Document, Assigned Document any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Second Lien Credit Agreement, any other Loan Document or any other agreement or instrument relating thereto;
to the foregoing, (c) any taking, exchange, release or non-perfection of the Collateral any Lien on any Collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guaranty, for all securing or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to guaranteeing all or any of the Secured Obligations, (d) any bankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or any manner of sale or other disposition the like of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
Grantor, (e) any changeexercise or non-exercise, restructuring or termination any waiver of, any right, remedy, power or privilege under or in respect of the corporate structure this Security Agreement or existence of any Grantor; or
other Loan Document or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Secured Obligations or this Security Agreement (other than a third-party grantor termination of a security interest any Lien contemplated by Section 7.12 or a Person deemed to be a suretythe occurrence of the Termination Date).
Appears in 1 contract
Samples: Second Lien Credit Agreement (Hayward Holdings, Inc.)
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor the Parent or whether any other Grantor the Parent is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Administrative Agents and the pledge and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until shall, to the Secured Obligations then outstanding are paid in fullfullest extent permitted by law, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any other Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any Loan Document Document, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to the Parent or any other agreement of its Subsidiaries or instrument relating theretootherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the GrantorsParent or any of its Subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of the Parent or any Grantorof its Subsidiaries; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any such Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
: (a) any lack of the validity or enforceability of any Loan Document, Assigned Document the Credit Agreement or any other agreement or instrument relating thereto;
Loan Document; (b) any change, restructuring or termination of the corporate, company or trust structure or existence as applicable of any Grantor; (c) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document or any other agreement or instrument relating thereto;
; (cd) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
; (de) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any such Grantor; or
or (f) any other circumstance that might otherwise constitute a defense available towhatsoever (with or without notice to or knowledge of any Grantor) which constitutes, or a might be construed to constitute, an equitable or legal discharge ofof the Borrower for the Obligations, or of the Grantors in respect of the grants of security in this Agreement, in bankruptcy or in any Grantor or a third-party grantor of a security interest or a Person deemed to be a suretyother instance.
Appears in 1 contract
Security Interest Absolute. A (a) The obligation of each Pledgor under this Agreement is independent of the Obligations, and a separate action or actions may be brought and prosecuted against each Grantor any Pledgor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of Secured Party hereunder, the Collateral Agent pledge, hypothecation and the security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underPledgor hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, to the extent permitted by applicable Law, irrespective of:
(ai) any lack of validity or enforceability of any of the Loan Document, Assigned Document Documents or any other agreement or instrument relating thereto;
(bii) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any the Loan Document Documents or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(diii) any manner of application of the Pledged Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral other collateral for all or any of the Secured Obligations or any other assets of the GrantorsObligations;
(eiv) any change, restructuring or termination of the corporate structure or existence or identity of Secured Party;
(v) any exchange, release or non-perfection of any Grantorother collateral, or any release or amendment or waiver of or consent to any departure from any guaranty, for all or any of the Obligations; or
(fvi) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor Pledgor, Borrower or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest, except as otherwise provided herein.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in this Agreement, until the Loan DocumentsSecured Obligations then outstanding are paid in full, all rights of the Collateral Agent Security Trustee and the security interests and Liens granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, under this Agreement and each other Loan Document the Indenture shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of the Indenture, any Loan Security Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Indenture, any Loan Security Document, or Assigned Document or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Samples: Aircraft Mortgage and Security Agreement (International Lease Finance Corp)
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor the Company or whether any other Grantor the Company is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Secured Credit Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any Loan Document Secured Credit Document, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to the Company or any other agreement of its Subsidiaries or instrument relating theretootherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the GrantorsCompany or any of its Subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of the Company or any Grantorof its Subsidiaries; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any such Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyLien.
Appears in 1 contract
Samples: Security Agreement (Marina District Development Company, LLC)
Security Interest Absolute. A separate action Except for termination or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective release of whether any action is brought against any other Grantor a Grantor’s or whether any other Grantor is joined in any such action or actions. Except Guarantor’s obligations hereunder as otherwise expressly provided in the Loan DocumentsSection 9.13, all rights of the Collateral Agent and hereunder, the Security Interest, the grant of a security interests and Liens granted under, interest in the Pledged Collateral and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document Guarantor hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of either Credit Agreement, any other Loan Group Document, Assigned Document any agreement with respect to any of the obligations secured hereby or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligationsobligations secured hereby, or any other amendment or waiver of or any consent to any departure from either Credit Agreement, any other Loan Group Document or any other agreement or instrument relating thereto;
instrument, (c) any taking, exchange, release or non-perfection of the Collateral any Lien on other collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guarantyguarantee, for securing or guaranteeing all or any of the Secured Obligations;
obligations secured hereby, or (d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor Guarantor in respect of the obligations secured hereby or this Agreement, other than, in the case of a security interest or Grantor, the indefeasible payment in full in cash of all the obligations secured hereby and, in the case of a Person deemed to be a suretyGuarantor, the indefeasible payment in full in cash of all the Guaranteed Obligations.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Phelps Dodge Corp)
Security Interest Absolute. A separate action or actions may be brought All rights and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all rights security interests of the Collateral Agent and the security interests and Liens granted underSecured Parties hereunder, and all obligations of each Grantor underthe Company hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(a) any lack of validity or enforceability of the Credit Agreement, any Loan other Credit Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured ObligationsObligations (including, without limitation, the possible extension of the Commitment Termination Date and increase of the amount of the Commitments all on the terms and conditions set forth in the Credit Agreement), or any other amendment amendment, renewal or waiver of or any consent to any departure from any Loan Document the Credit Agreement or any other agreement or instrument relating theretoCredit Document;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
; (d) any manner indulgence, moratorium or release granted by any Secured Party, including but not limited to (i) any renewal, extension or modification which a Secured Party may grant with respect to the Obligations, (ii) any surrender, compromise, release, renewal, extension, exchange or substitution which a Secured Party may grant in respect of application of Collateral, or proceeds thereof, to all or any of item securing the Secured Obligations, or any manner of sale or other disposition of any Collateral for all part thereof or any interest therein, or (iii) any release or indulgence granted to any endorser, guarantor or surety of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any GrantorObligations; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Security Interest Absolute. A The obligations of the Company under this Security Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each Grantor the Company to enforce this Security Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and the Lenders and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underthe Company hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
: (a) any lack of validity or enforceability of any Loan Documentthe Credit Agreement, Assigned Document the Notes or any other agreement or instrument relating thereto;
; (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement or the Notes, including, without limitation, any Loan Document increase in the Secured Obligations resulting from the extension of additional credit to the Company or any other agreement of its Subsidiaries or instrument relating thereto;
otherwise; (c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
; (d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantors;
Company or any of its Subsidiaries; (e) any change, restructuring or termination of the corporate structure or existence of the Company or any Grantorof its Subsidiaries; or
or (f) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Grantor the Company or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Samples: Security Agreement (Veridian Corp)
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor the Parent or whether any other Grantor the Parent is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Administrative Agents and the pledge and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until shall, to the Secured Obligations then outstanding are paid in fullfullest extent permitted by law, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any other Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any Loan Document Document, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to the Parent or any other agreement of its Subsidiaries or instrument relating theretootherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the GrantorsParent or any of its Subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of the Parent or any Grantorof its Subsidiaries; oror Table of Contents
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any such Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Security Trustee and the Administrative Agent and the security interests interest and Liens Lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be independent of and additional to any other collateral, lien or security interest, and absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Transaction Document, Assigned Document Document, Hedge Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Transaction Document, Assigned Document, Hedge Agreement or any other agreement or instrument relating thereto;
(c) any takingtaking or failure to take, exchange, release or non-perfection of the Collateral or any other collateral or takingtaking or failure to take, release or amendment or waiver of or consent to departure from any guarantyguaranty or security interest or lien, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorssuch Grantor;
(e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and the Administrative Agent and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Transaction Document, Assigned Document or Hedge Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Transaction Document, Assigned Document, or Hedge Agreement or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorssuch Grantor;
(e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Samples: Security Trust and Guarantee Agreement (Avolon Holdings LTD)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and Lender to the security interests and Liens granted underto Lender hereunder, and all obligations of each Grantor underPledgor hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(ai) any lack of validity or enforceability of any of the Loan DocumentDocuments, Assigned Document including this Agreement, or
(ii) the failure of Lender to assert any claim or demand or to enforce any right or remedy against the Property Owner or any other agreement person (including Pledgor) under the provisions of any of the Loan Documents or instrument relating thereto;otherwise; or
(biii) any change in the time, manner or place of payment of, the security for, or in any other term of, all any of the Secured Obligations; or
(iv) any reduction, limitation, impairment or termination of any of the Secured Obligations for any reason, including any claim of waiver, release, surrender, alteration or compromise; or
(v) any amendment to, rescission, waiver or other modification of, or any consent to or departure from, any of the terms of any of the Loan Documents; or
(vi) any addition, exchange, release or surrender, or non-perfection of any security interest in, any collateral (including the Collateral) securing the Secured Obligations, or any other amendment to or waiver or release of or any consent addition to any departure from any Loan Document or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(fvii) any other circumstance that which might otherwise constitute a defense available to, or a legal or equitable discharge of, the Property Owner, any Grantor surety, any other obligor or a third-party grantor of a security interest or a Person deemed to be a suretyany other debtor.
Appears in 1 contract
Samples: Pledge and Security Agreement (KBS Strategic Opportunity REIT, Inc.)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Related Document, Assigned Document Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Related Document, Assigned Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;; [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. Confidential Treatment Requested: Information for which confidential treatment has been requested is omitted and is noted with asterisks. An unredacted version of this document has been filed separately with the Securities and Exchange Commission
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorssuch Grantor;
(e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Samples: Security Trust Agreement (Willis Lease Finance Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Related Document, Assigned Document Document, or Hedge Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Related Document, Assigned Document, or Hedge Agreement or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorssuch Grantor;
(e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Samples: Security Trust Agreement (Willis Lease Finance Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of Agent, the Collateral Agent and the security interests other Secured Parties and Liens granted underhereunder, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in fullof Grantor hereunder, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
: (a) any illegality or lack of validity or enforceability of any Loan Document, Assigned Document Secured Obligation or any other related agreement or instrument relating thereto;
instrument; (b) any change in the time, place or manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other rescission, waiver, amendment or waiver other modification of or the Notes Amendment Documents, including any consent to any departure increase in the Secured Obligations resulting from any Loan Document extension of additional credit or any other agreement or instrument relating thereto;
otherwise; (c) any taking, exchange, release substitution, release, impairment or non-perfection of the any Collateral or any other collateral collateral, or any taking, release release, impairment, amendment, waiver or amendment or waiver other modification of or consent to departure from any guaranty, for all or any of the Secured Obligations;
; (d) any manner of sale, disposition or application of Collateral, proceeds of any Collateral or proceeds thereof, any other collateral or other assets to all or any part of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
; (e) any changedefault, restructuring failure or termination delay, willful or otherwise, in the performance of the corporate structure or existence of any GrantorSecured Obligations; or
(f) any defense, set-off or counterclaim (other than a defense of payment or performance) that may at any time be available to, or be asserted by, Grantor against the Secured Parties; or (g) any other circumstance (including any statute of limitations) or manner of administering the Amended Notes or any existence of or reliance on any representation by Secured Parties that might vary the risk of Grantor or otherwise constitute operate as a defense available to, or a legal or equitable discharge of, any Grantor or a third-party grantor of a security interest any other grantor, guarantor or a Person deemed to be a surety.
Appears in 1 contract
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each any Grantor to enforce this Agreement, irrespective of whether any action is brought against the Borrower or any other Grantor Loan Party or whether any other Grantor the Borrower is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of the each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any Loan Document Document, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to the Borrower, any other Loan Party, or any other agreement of their subsidiaries or instrument relating theretootherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorsany Grantor or any of their subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of any GrantorGrantor or any of their subsidiaries; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and Agent, the security interests and Liens granted underSecurity Interests, and all obligations of each Grantor underthe Grantors’ hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(a) the bankruptcy, insolvency or reorganization of any Grantor or any of their Subsidiaries;
(b) any lack of validity or enforceability of any Loan Covered Document, Assigned Document or any other agreement or instrument relating thereto;
(bc) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Covered Documents including, without limitation, any Loan Document increase in the Secured Obligations resulting from the extension of additional credit to any Grantor or any other agreement of their Subsidiaries or instrument relating theretootherwise;
(cd) any taking, exchange, release or non-perfection of the Collateral any Collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guarantyguarantee, for all or any of the Secured Obligations;
(de) any manner of application of Collateral, or proceeds Proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any part of the Secured Obligations or any other assets of the Grantorsany Grantor or any of their Subsidiaries;
(ef) any change, restructuring or termination of the corporate structure or existence of any GrantorGrantor or any of their Subsidiaries; or
(fg) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-third party grantor of a security interest or a Person deemed to be a suretygrantor.
Appears in 1 contract
Samples: Second Lien Pledge and Security Agreement (Matthews International Corp)
Security Interest Absolute. A The obligations of Pledgors under this Pledge Agreement are joint and several. The obligations of Lender under this Pledge Agreement are independent of any guaranties, and a separate action or actions may be brought and prosecuted against each Grantor Lender to enforce this Pledge Agreement, irrespective of whether any action is brought against any other Grantor a guarantor of the Note, or whether another party or any other Grantor guarantor of the Note is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Lender and the pledge, hypothecation and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underPledgor hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, to the extent permitted by applicable law, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, of or in any other term of, all or any of the Secured ObligationsNote, or any other amendment or waiver of or any consent to any departure from any Loan Document or any other agreement or instrument relating theretothe Note;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of of, or consent to departure from any guaranty, for all or any of the Secured ObligationsNote;
(d) any manner of application of the Pledged Collateral, or proceeds thereof, to all or any of the Secured ObligationsNote, or any manner of sale or other disposition of any Collateral other collateral for all or any of the Secured Obligations Note or any other assets of the Grantors;Pledgor; or
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that circumstances which might otherwise constitute a defense available to, or a discharge of, any Grantor Pledgor or a third-third party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Lender and the security interests and Liens granted underhereunder, and all obligations of each the Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(aA) any lack of validity or enforceability of the Loan Agreement, the Guaranty, any Loan Document, Assigned Document other Transaction Documents or any other agreement or instrument relating theretoevidencing all or any part of the Secured Obligations;
(bB) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from the Loan Agreement, the Guaranty or any Loan Document other Transaction Document;
(C) the absence of any attempt to collect the Secured Obligations from any guarantor or other action to enforce the same;
(D) the waiver or consent by the Lender with respect to any provision of any instrument evidencing the Secured Obligations, or any part thereof, or any other agreement now or instrument relating theretohereafter executed by the Grantor and delivered to the Lender;
(cE) failure by the Lender to take any steps to perfect and maintain its security interest in, or preserve its rights to, any security or collateral for the Secured Obligations;
(F) the Lender’s election in any proceeding instituted under Chapter 11 of Title 11 of the United States Code (11 U.S.C. §101 et seq.) (the “Bankruptcy Code”), of the application of Section 1111(b)(2) of the Bankruptcy Code;
(G) any taking, borrowing or grant of a security interest under Section 364 of the Bankruptcy Code;
(H) any exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantorcollateral; or
(fI) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a suretythe Grantor.
Appears in 1 contract
Samples: Term Loan and Security Agreement (Revett Mining Company, Inc.)
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each such Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the pledge, assignment, and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Relevant Document, Assigned Document Service Provider Document, Secured Credit Facility, Secured Guarantee or Secured Swap Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Relevant Document, Service Provider Document, Secured Credit Facility, Secured Guarantee or Secured Swap Agreement or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Samples: Security Trust Agreement (Morgan Stanley Aircraft Finance)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the Secured Parties and the security interests interest and Liens Lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Related Document, Assigned Document Document, or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Related Document, Assigned Document, or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral Collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the GrantorsObligations;
(e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Samples: Security Trust Agreement (International Lease Finance Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of Agent, the Collateral Agent and the security interests other Secured Parties and Liens granted underhereunder, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in fullof the Grantors hereunder, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
: (a) any illegality or lack of validity or enforceability of any Loan Document, Assigned Document Secured Obligation or any other related agreement or instrument relating thereto;
instrument; (b) any change in the time, place or manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other rescission, waiver, amendment or waiver other modification of or the Notes Amendment Documents, including any consent to any departure increase in the Secured Obligations resulting from any Loan Document extension of additional credit or any other agreement or instrument relating thereto;
otherwise; (c) any taking, exchange, release substitution, release, impairment or non-perfection of the any Collateral or any other collateral collateral, or any taking, release release, impairment, amendment, waiver or amendment or waiver other modification of or consent to departure from any guaranty, for all or any of the Secured Obligations;
; (d) any manner of sale, disposition or application of Collateral, proceeds of any Collateral or proceeds thereof, any other collateral or other assets to all or any part of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
; (e) any changedefault, restructuring failure or termination delay, willful or otherwise, in the performance of the corporate structure or existence of any GrantorSecured Obligations; or
(f) any defense, set-off or counterclaim (other than a defense of payment or performance) that may at any time be available to, or be asserted by, each or any Grantor against the Secured Parties; or (g) any other circumstance (including any statute of limitations) or manner of administering the Amended Notes or any existence of or reliance on any representation by Secured Parties that might vary the risk of each or any Grantor or otherwise constitute operate as a defense available to, or a legal or equitable discharge of, any such Grantor or a third-party grantor of a security interest any other grantor, guarantor or a Person deemed to be a surety.
Appears in 1 contract
Security Interest Absolute. A separate action The lien and security interest created hereunder and the Company's obligations hereunder and the Indenture Trustee's rights hereunder shall not be released, diminished, impaired or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective adversely affected by the occurrence of whether any action is brought against any other Grantor one or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all rights more of the Collateral Agent and the security interests and Liens granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective offollowing events:
(ai) any lack of validity The taking or enforceability accepting of any other security or assurance for any or all of the Indebtedness;
(ii) Any release, surrender, exchange, subordination or loss of any security or assurance at any time existing in connection with any or all of the Indebtedness;
(iii) The modification of, amendment to, or waiver of compliance with any terms of the Indenture, the Notes, the TARC Loan DocumentDocuments or the TransTexas Loan Documents;
(iv) Any renewal, Assigned Document extension and/or rearrangement of the payment of any or all of the Indebtedness or any statement, indulgence, forbearance or compromise that may be granted or given by the Indenture Trustee to the Company or any other agreement or instrument relating theretoPerson;
(bv) any change neglect, delay, omission, failure or refusal of the Indenture Trustee to take or prosecute any action in connection with any agreement, document or other instrument evidencing, securing or assuring the timepayment of any or all of the Indebtedness;
(vi) the illegality, manner invalidity or place unenforceability of payment of, the security for, or in any other term of, all or any part of the Secured ObligationsIndenture, the Notes, the TARC Loan Documents or any other amendment or waiver of or any consent to any departure from any the TransTexas Loan Document or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any GrantorDocuments; or
(fvii) any other circumstance (other than payment in full of the Obligations) that might otherwise constitute a defense available to, or a discharge of, the Company or any Grantor or a third-party grantor to any document in respect of a security interest or a Person deemed to be a suretythe Obligations.
Appears in 1 contract
Samples: Security and Pledge Agreement (Transamerican Energy Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Related Document, Assigned Document Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Related Document, Assigned Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;; Confidential Treatment Requested: Information for which confidential treatment has been requested is omitted and is noted with asterisks. An unredacted version of this document has been filed separately with the Securities and Exchange Commission.
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorssuch Grantor;
(e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Samples: Security Trust Agreement (Willis Lease Finance Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and hereunder, the Security Interest, the grant of a security interests and Liens granted under, interest in the Pledged Collateral and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document Guarantor hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the Credit Agreement, any other Loan Document, Assigned Document any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument relating thereto;
instrument, (c) any taking, exchange, release or non-perfection of the Collateral any Lien on other collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guarantyguarantee, for all securing or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for guaranteeing all or any of the Secured Obligations (except as provided herein or in any other assets of the Grantors;
Loan Document), or (e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(fd) any other circumstance that might otherwise constitute a defense (other than defense of payment or performance) available to, or a discharge of, any Grantor or a third-party grantor Guarantor in respect of a the Secured Obligations or this Agreement. Each of the Grantors agrees that its obligations hereunder and the security interest or a Person deemed created hereunder shall continue to be a suretyeffective or be reinstated, as applicable, if at any time payment, or any part thereof, of all or any part of the Secured Obligations is rescinded or must otherwise be restored by the Secured Party upon the bankruptcy or reorganization of any Grantor or otherwise.
Appears in 1 contract
Samples: Guaranty and Collateral Agreement (Radiation Therapy Services Holdings, Inc.)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Security Agent and hereunder, the security interests and Liens granted under, interest in the Pledged Collateral and all obligations of each the Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditionalunconditional and shall remain in full force and effect without regard to and shall not be impaired by, irrespective of:
(a) any bankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or the like of the Grantor, (b) any lack of validity or enforceability of this Agreement, any Loan Document, Assigned other Companhia Securitizadora Finance Document or any other agreement or instrument relating thereto;
to any of the foregoing, (bc) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured ObligationsSums, or any other amendment or waiver of or any consent to any departure from the Debentures Agreement, any Loan other Companhia Securitizadora Finance Document or any other agreement or instrument relating thereto;
instrument, (cd) any taking, exchange, release or non-perfection of the Collateral any Lien on any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guarantyguarantee, for securing or guaranteeing all or any of the Secured Obligations;
(d) any manner of application of CollateralSums, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance circumstances that might otherwise constitute a defense available to, or a discharge of, the Grantor in respect of the Secured Sums or this Agreement. In no event shall the Security Agent be obligated to exercise any Grantor right or a third-party grantor of a remedy against any other Person obligated with respect to, or any other collateral security interest or a Person deemed for, the Secured Sums prior to be a suretyexercising its rights with respect to the Pledged Collateral.
Appears in 1 contract
Samples: Pledge Agreement
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each such Grantor to enforce this Agreement, irrespective of whether any action is brought against any the other Grantor Grantors or whether any the other Grantor is Grantors are joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(ai) any lack of validity or enforceability of any Loan Document, Assigned Document any Secured Hedge Agreement or any other agreement or instrument relating thereto;
(bii) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document or any other agreement Secured Hedge Agreement, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to any Grantor or instrument relating theretoany of its Subsidiaries or otherwise;
(ciii) any taking, exchange, release or non-perfection nonperfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(div) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the GrantorsBorrower or any of its Subsidiaries;
(ev) any change, restructuring or termination of the corporate structure or existence of any GrantorGrantor or any of its Subsidiaries; or
(fvi) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any such Grantor or a third-party grantor of a security interest or a Person deemed to be a suretyinterest.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and hereunder, the security interests and Liens granted under, hereunder and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the ABL Credit Agreement, any other Loan Document, Assigned Document any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the ABL Credit Agreement, any other Loan Document or any other agreement or instrument relating thereto;
to the foregoing, (c) any taking, exchange, release or nonnonperfectionnon-perfection of the Collateral any Lien on any Collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guaranty, for all securing or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to guaranteeing all or any of the Secured Obligations, (d) any bankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or any manner of sale or other disposition the like of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
Grantor, (e) any changeexercise or non-exercise, restructuring or termination any waiver of, any right, remedy, power or privilege under or in respect of the corporate structure this Security Agreement or existence of any Grantor; or
other Loan Document or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Secured Obligations or this Security Agreement (other than a third-party grantor termination of a security interest any Lien contemplated by Section 7.12 or a Person deemed to be a suretythe occurrence of the Termination Date).
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and Trustee hereunder, the Security Interest, the grant of a security interests and Liens granted under, interest in the Collateral and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of any Loan other Note Document, Assigned Document any agreement with respect to any of the Note Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Note Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document the Note Documents or any other agreement or instrument relating thereto;
instrument, (c) any taking, exchange, release or non-perfection of the Collateral any Lien on other collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guarantyguarantee, for securing or guaranteeing all or any of the Secured Note Obligations;
, (d) any manner of application of Collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense (other than defense of payment or performance) available to, or a discharge of, any Grantor in respect of the Note Obligations or a third-party grantor of a security interest this Security Agreement or a Person deemed (e) any illegality under federal laws, including without limitation, any federal marijuana laws. The Security Interests purported to be a suretygranted by the Grantors in the Collateral hereunder, and the rights and remedies of the Collateral Trustee hereunder, are subject to the requirements of applicable laws, and the Grantors make no representation or warranty regarding any restriction or condition which may apply under applicable law with respect to any item of Collateral or the enforcement by the Collateral Trustee of its rights in the Collateral hereunder.
Appears in 1 contract
Samples: Pledge and Security Agreement (Ascend Wellness Holdings, Inc.)
Security Interest Absolute. A The obligations of each Grantor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against the Borrower or any other Grantor or whether the Borrower or any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and the pledge, assignment and security interests and Liens granted underinterest hereunder, and all obligations of each Grantor underhereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, Obligations or any other amendment or waiver of or any consent to any departure from any Loan Document Document, including, without limitation, any increase in the Secured Obligations resulting from the extension of additional credit to the Borrower or any other agreement Guarantor or instrument relating theretoany of their subsidiaries or otherwise;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the GrantorsBorrower or any Guarantor or any of their subsidiaries;
(e) any change, restructuring or termination of the corporate structure or existence of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Administrative Agent and hereunder, the security interests and Liens granted under, hereunder and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the First Lien Credit Agreement, any other Loan Document, Assigned Document any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the First Lien Credit Agreement, any other Loan Document or any other agreement or instrument relating thereto;
to the foregoing, (c) any taking, exchange, release or non-perfection of the Collateral any Lien on any Collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guaranty, for all securing or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to guaranteeing all or any of the Secured Obligations, (d) any bankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or any manner of sale or other disposition the like of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
Grantor, (e) any changeexercise or non-exercise, restructuring or termination any waiver of, any right, remedy, power or privilege under or in respect of the corporate structure this Security Agreement or existence of any Grantor; or
other Loan Document or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Secured Obligations or this Security Agreement (other than a third-party grantor termination of a security interest any Lien contemplated by Section 7.12 or a Person deemed to be a suretythe occurrence of the Termination Date).
Appears in 1 contract
Samples: First Lien Credit Agreement (Hayward Holdings, Inc.)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Secured Party and the security interests and Liens granted underhereunder, and all obligations of each Grantor underMedPro hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of, and MedPro hereby irrevocably waives, any defenses it may now have or may hereafter acquire in any way relating to, any or all of the following:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document of the Transaction Documents or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or or
(c) any taking, exchange, surrender of any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document the Transaction Documents or any other agreement or instrument relating thereto;
(c) any taking, exchange, ; release or non-perfection of the any Collateral or any other collateral collateral, or taking, any release or amendment or waiver of or consent to any departure from any guarantyguarantee, for all or any of the Secured Obligations;
(d) any manner of application of Collateralany other collateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for other collateral securing all or any of the Secured Obligations or any other assets obligations of the GrantorsIssuer under or in respect of the Transaction Documents;
(e) any change, restructuring or termination of the corporate limited liability company structure or existence of the Issuer;
(f) the release or reduction of liability or any Grantorguarantor or surety with respect to the Secured Obligations; or
(fg) any other circumstance that (including any statute of limitations) or any existence of or reliance on any representation to the Secured Party or any other Person which might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a suretyMedPro.
Appears in 1 contract
Samples: Pledge and Security Agreement (MedPro Safety Products, Inc.)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Related Document, Assigned Document Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Related Document, Assigned Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;; [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. Confidential Treatment Requested: Information for which confidential treatment has been requested is omitted and is noted with asterisks. An unredacted version of this document has been filed separately with the Securities and Exchange Commission.
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorssuch Grantor;
(e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Samples: Security Trust Agreement (Willis Lease Finance Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and hereunder, the security interests and Liens granted under, hereunder and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document hereunder shall be absolute and unconditional, unconditional irrespective of:
of (a) any lack of validity or enforceability of the Revolving Facility Credit Agreement, any other Loan Document, Assigned Document any agreement with respect to any of the Secured Obligations or any other agreement or instrument relating thereto;
to any of the foregoing, (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from the Revolving Facility Credit Agreement, any other Loan Document or any other agreement or instrument relating thereto;
to the foregoing, (c) any taking, exchange, release or non-perfection nonperfection of the Collateral any Lien on any Collateral, or any other collateral or taking, release or amendment or waiver of or consent to under or departure from any guarantyguarantee, for all securing or any of the Secured Obligations;
(d) any manner of application of Collateral, or proceeds thereof, to guaranteeing all or any of the Secured Obligations, (d) any bankruptcy, insolvency, reorganization, arrangement, readjustment, composition, liquidation or any manner of sale or other disposition the like of any Collateral for all or any of the Secured Obligations or any other assets of the Grantors;
Grantor, (e) any changeexercise or non-exercise, restructuring or termination any waiver of, any right, remedy, power or privilege under or in respect of the corporate structure this Security Agreement or existence of any Grantor; or
other Loan Agreement or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Secured Obligations or a third-party grantor of a security interest or a Person deemed to be a suretythis Security Agreement.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
: (a) any lack of validity or enforceability of any Loan Related Document, Assigned Document Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;
; (b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Related Document, Assigned Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;
; (c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
; (d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantors;
such Grantor; (e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; or
or (f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.. ARTICLE VII
Appears in 1 contract
Samples: Security Trust Agreement (Willis Lease Finance Corp)
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent and the Administrative Agent and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Transaction Document, Assigned Document Document, the Loan Expenses Apportionment and Guarantee Agreement, or Hedge Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Transaction Document, Assigned Document, or Hedge Agreement or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorssuch Grantor;
(e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; or
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Security Interest Absolute. A separate action or actions may be brought and prosecuted against each Grantor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor or whether any other Grantor is joined in any such action or actions. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Security Trustee and the security interests interest and Liens lien granted under, and all obligations of each Grantor under, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, irrespective of:
(a) any lack of validity or enforceability of any Loan Related Document, Assigned Document Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document Related Document, Assigned Document, Assigned Lease or Hedge Agreement or any other agreement or instrument relating thereto;
(c) any taking, exchange, release or non-perfection of the Collateral or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral collateral for all or any of the Secured Obligations or any other assets of the Grantorssuch Grantor;
(e) any change, restructuring or termination of the corporate structure structure, partnership or trust or existence as applicable of any Grantor; oror #4821-3610-4420v6
(f) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor or a third-party grantor of a security interest or a Person deemed to be a surety.
Appears in 1 contract
Samples: Security Trust Agreement (Willis Lease Finance Corp)
Security Interest Absolute. A The obligations of the Pledgor under this Agreement are independent of the Secured Obligations, and a separate action or actions may be brought and prosecuted against each Grantor the Pledgor to enforce this Agreement, irrespective of whether any action is brought against any other Grantor the Pledgor under the Purchase Agreement or whether any other Grantor is joined in any such action or actionsDeposit Agreement. Except as otherwise provided in the Loan Documents, all All rights of the Collateral Agent Secured Party and the security interests and Liens granted underhereunder, and all obligations of each Grantor underthe Pledgor hereunder, until the Secured Obligations then outstanding are paid in full, this Agreement and each other Loan Document shall be absolute and unconditional, unconditional irrespective of:
(a) any lack of validity or enforceability of any Loan Document, Assigned Document Transaction Agreement or any other agreement or instrument relating thereto;
(b) any change in the time, manner or place of payment of, the security for, or in any other term of, all or any of the Secured Obligations, or any other amendment or waiver of or any consent to any departure from any Loan Document or Transaction Agreement, including, without limitation, any other agreement or instrument relating theretoincrease in the Secured Obligations;
(c) any taking, exchange, release or non-perfection of the Collateral any other collateral, or any other collateral or taking, release or amendment or waiver of or consent to departure from any guaranty, the Deposit Agreement for all or any of the Secured Obligations;
(d) any manner of application of Collateralcollateral, or proceeds thereof, to all or any of the Secured Obligations, or any manner of sale or other disposition of any Collateral for payment of all or any of the Secured Obligations or any other assets of the GrantorsObligations;
(e) any change, restructuring or termination of the corporate structure or existence of the Pledgor or any Grantorof its subsidiaries; or
(f) any other circumstance that which might otherwise constitute a defense available to, or a discharge of, the Pledgor under any Grantor or a third-party grantor of a security interest or a Person deemed to be a suretythe Transaction Agreements.
Appears in 1 contract