Common use of Survival of Agreement; Severability Clause in Contracts

Survival of Agreement; Severability. All covenants, agreements, representations and warranties made by the Grantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Agent and the other Secured Parties and shall survive the execution and delivery of any Loan Document and the making of any Revolving Loan or issuance of any Letter of Credit, regardless of any investigation made by the Secured Parties or on their behalf, and shall continue in full force and effect until this Security Agreement shall terminate. In the event any one or more of the provisions contained in this Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such invalid, illegal or unenforceable provisions.

Appears in 3 contracts

Samples: Credit Agreement (Virtus Investment Partners, Inc.), Security Agreement (Virtus Investment Partners, Inc.), Security Agreement (Virtus Investment Partners, Inc.)

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Survival of Agreement; Severability. (a) All covenants, agreements, representations and warranties made by the Grantors Pledgor and the Borrowers herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Pledge Agreement or any other Term Loan Document shall be considered to have been relied upon by the Administrative Agent and the other Secured Parties Bank and shall survive the execution and delivery of any Term Loan Document and the making of any Revolving Loan or issuance of any Letter of Creditthe Loans and the Existing Loan, regardless of any investigation made by the Secured Credit Parties or on their behalf, and shall continue in full force and effect until this Security Pledge Agreement shall terminate. . (b) In the event any one or more of the provisions contained in this Security Pledge Agreement or in any other Term Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or and therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 2 contracts

Samples: Pledge Agreement (ONE Group Hospitality, Inc.), Pledge Agreement (ONE Group Hospitality, Inc.)

Survival of Agreement; Severability. All covenants, agreements, representations and warranties made by the Grantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Supplemental Security Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Agent and the other Secured Parties and shall survive the execution and delivery of any Loan Document and the making of any Revolving Loan or issuance of any Letter of CreditLoan, regardless of any investigation made by the Secured Parties or on their behalf, and shall continue in full force and effect until this Supplemental Security Agreement shall terminate. In the event any one or more of the provisions contained in this Supplemental Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Credit Agreement (Penton Media Inc)

Survival of Agreement; Severability. (a) All covenants, agreements, representations and warranties made by the Grantors Guarantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Guarantee Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Agent and the other Secured Credit Parties and shall survive the execution and delivery of any Loan Document and the making of any Revolving Loan or issuance of any Letter of CreditLoan, regardless of any investigation made by the Secured Credit Parties or on their behalf, and shall continue in full force and effect until this Security Guarantee Agreement shall terminate. terminate in accordance with its terms. (b) In the event any one or more of the provisions contained in this Security Guarantee Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or and therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Guarantee Agreement (Monitronics International Inc)

Survival of Agreement; Severability. (a) All covenants, agreements, representations and warranties made by the Grantors each Pledgor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Collateral Agent and the other Secured Parties and shall survive the execution and delivery making by the Lenders of any Loan Document the Loans and the making of any Revolving Loan or issuance of any Letter the Letters of CreditCredit by the Issuing Bank, regardless of any investigation made by the Secured Parties or on their behalf, and shall continue in full force and effect effect, until this Security Agreement shall terminate. terminates pursuant to the terms of Section 14(a). (b) In the event any one or more of the provisions contained in this Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Pledge Agreement (Bremen Bearings Inc)

Survival of Agreement; Severability. (d) All covenants, agreements, representations and warranties made by the Grantors any Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Agent Agents and the other Secured Parties and shall survive the execution and delivery making by the Lenders of any Loan Document the Loans and the making of any Revolving Loan or Lenders' issuance of any Letter and participations in Letters of Credit, regardless of any investigation made by the Secured Parties or on their behalf, and shall continue in full force and effect until this Security Agreement shall terminate. . (A) In the event any one or more of the provisions contained in this Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Guarantee Agreement (Polymer Group Inc)

Survival of Agreement; Severability. (a) All covenants, agreements, representations and warranties made by each of the Grantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Agent and the other Secured Parties and shall survive the execution and delivery of any Loan Document and Documents, the making of any Revolving Loan or Loans and the issuance of any Letter of Credit, regardless of any investigation made by the Secured Parties or on their behalf, and shall continue in full force and effect until this Security Agreement shall terminate. . (b) In the event any one or more of the provisions contained in this Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Security Agreement (Insight Communications Co Inc)

Survival of Agreement; Severability. All covenants, agreements, representations and warranties made by the Grantors Grantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Pledge Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Agent and the other Secured Parties and shall survive the execution and delivery of any Loan Document and the making of any Revolving Loan or issuance of any Letter of Credit, regardless of any investigation made by the Secured Parties or on their behalf, and shall continue in full force and effect until this Security Pledge Agreement shall terminate. In the event any one or more of the provisions contained in this Security Pledge Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Credit Agreement (Virtus Investment Partners, Inc.)

Survival of Agreement; Severability. (a) All covenants, agreements, representations and warranties made by the Grantors each Pledgor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Collateral Agent and the other Secured Parties and shall survive the execution and delivery making by the Lenders of any Loan Document the Loans and the making of any Revolving Loan or issuance of any Letter the Letters of CreditCredit by the Issuing Banks, regardless of any investigation made by the Secured Parties or on their behalf, and shall continue in full force and effect until this Security Agreement shall terminate. terminates in accordance with Section 16(a). (b) In the event any one or more of the provisions contained in this Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Pledge Agreement (Fleming Companies Inc /Ok/)

Survival of Agreement; Severability. All covenants, agreements, representations and warranties made by the Grantors Grantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Secured Transaction Document shall be considered to have been relied upon by the Administrative Collateral Agent and the other Secured Parties and shall survive the execution and delivery of any Loan Secured Transaction Document and the making of any Revolving Loan or issuance of any Letter of CreditLoan, regardless of any investigation made by the Secured Parties or on their behalf, and shall continue in full force and effect until this Security Agreement shall terminate. In the event any one or more of the provisions contained in this Security Agreement or in any other Loan Secured Transaction Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Security Agreement (Loton, Corp)

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Survival of Agreement; Severability. (a) All covenants, agreements, representations and warranties made by the Grantors each Pledgor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Credit Document shall be considered to have been relied upon by the Administrative Collateral Agent and the other Secured Parties and Obligees, shall survive the execution and delivery making by the Lenders of any Loan Document the Loans and the making of any Revolving Loan or issuance of any Letter the Letters of CreditCredit by the Issuing Bank, regardless of any investigation made by the Secured Parties Obligees or on their behalf, and shall continue in full force and effect until this Security Agreement shall terminate. terminated in accordance with Section 14. (b) In the event any one or more of the provisions contained in this Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Pledge Agreement (Cross Country Inc)

Survival of Agreement; Severability. (i) All covenants, agreements, representations and warranties made by the Grantors any Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Agent Agents and the other Secured Parties and shall survive the execution and delivery making by the Lenders of any Loan Document the Loans and the making of any Revolving Loan or Lenders' issuance of any Letter and participations in Letters of Credit, regardless of any investigation made by the Secured Parties or on their behalf, and shall continue in full force and effect until this Security Agreement shall terminate. . (ii) In the event any one or more of the provisions contained in this Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Credit Agreement (Polymer Group Inc)

Survival of Agreement; Severability. (a) All covenants, agreements, representations and warranties made by the Grantors Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Document the Financing Agreement shall be considered to have been relied upon by the Administrative Agent and the other Secured Parties PharmaBio and shall survive the execution and delivery payment of any Loan Document and amounts by PharmaBio to the making of any Revolving Loan or issuance of any Letter of Credit, Debtor regardless of any investigation made by the Secured Parties or on their behalfPharmaBio, and shall continue in full force and effect until this Security Agreement shall terminate. the Obligations have been paid in full in cash and PharmaBio has no further obligation to provide funds to the Debtor under the Financing Agreement. (b) In the event any one or more of the provisions contained in this Agreement, the Financing Agreement or the Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or and therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisionsprovisions to be replaced thereby.

Appears in 1 contract

Samples: Guaranty Agreement (Cell Therapeutics Inc)

Survival of Agreement; Severability. (a) All covenants, agreements, representations and warranties made by the Grantors Guarantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement or any other Loan Document shall be considered to have been relied upon by the Administrative Collateral Agent and the other Secured Parties and shall survive the execution and delivery making of any Loan Document the Loans by the Lenders and the making of any Revolving Loan or issuance of any Letter Letters of CreditCredit by the Issuing Bank, in each case regardless of any investigation made by the Secured Parties or on their behalfbehalf of any Secured Party, and shall continue in full force and effect until this Security Agreement shall terminate. . (b) In the event any one or more of the provisions contained in this Security Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or and therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Superpriority Debtor in Possession Credit Agreement (Great Atlantic & Pacific Tea Co Inc)

Survival of Agreement; Severability. (a) All covenants, agreements, representations and warranties made by the Grantors Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Security Agreement Agreement, the Notes, or any other Loan Transaction Document shall be considered to have been relied upon by the Administrative Agent and the other Secured Parties and shall survive the execution and delivery of any Loan Document and the making of any Revolving Loan or issuance of any Letter of CreditBeneficiaries, regardless of any investigation made by the Secured Parties Beneficiaries or on their behalf, and shall continue in full force and effect until this Security Agreement shall terminate. as long as the principal of or any accrued interest on any Loan or any fee or other amount payable under the Notes is outstanding and unpaid. (b) In the event any one or more of the provisions contained in this Security Agreement Agreement, the Notes or in any other Loan Transaction Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or and therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdictionjurisdictions). The parties shall endeavor in good good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of such the invalid, illegal or unenforceable provisions.

Appears in 1 contract

Samples: Guarantee Agreement (Kmart Holding Corp)

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