Common use of Unimpaired Liability Clause in Contracts

Unimpaired Liability. The liability of Indemnitors under this Agreement shall in no way be limited or impaired by, and each Indemnitor hereby consents to and agrees to be bound by, any amendment or modification of the provisions of the Operating Agreement or any of the other Transaction Documents by any Indemnitor or any Person who succeeds any Indemnitor or any Person as owner of any of the Properties. In addition, the liability of Indemnitors under this Agreement shall in no way be limited or impaired by (i) any extension of the Mandatory Redemption Date or any other extension of the time for performance required by the Operating Agreement or any of the other Transaction Documents, (ii) any sale or transfer of all or part of any Property, or any sale or other assignment by any Indemnitor of its direct or indirect ownership interests in the Class B Member or the Company, (iii) except as provided herein, any exculpatory provision in the Operating Agreement or any of the other Transaction Documents, (iv) the accuracy or inaccuracy of the representations and warranties made by the Class B Member, the Company or any Indemnitor under the Operating Agreement or any of the other Transaction Documents (including this Agreement), or (v) the release of any Indemnitor or any other Person from performance or observance of any of the agreements, covenants, terms or condition contained in the Operating Agreement or any of the other Transaction Documents by operation of law, Indemnitee’s voluntary act, or otherwise.

Unimpaired Liability. The liability of Indemnitors Indemnitor under this Agreement shall in no way be limited or impaired by, and each Indemnitor hereby consents to and agrees to be bound by, any amendment or modification of the provisions of the Operating Agreement or any of the Documents (other Transaction Documents than this Agreement) by any Indemnitor or successor-in-interest to any Person who succeeds any Indemnitor or any Person as owner of any of the PropertiesIndemnitor. In addition, the liability of Indemnitors under this Agreement Indemnitor shall in no way be limited or impaired by (ia) any extension extension(s) of the Mandatory Redemption Date or any other extension of the time for performance required by under the Operating Agreement or any of the other Transaction Documents, (iib) any sale or transfer of all or part of any the Property, or any sale or other assignment by any Indemnitor of its direct or indirect ownership interests in the Class B Member or the Company, (iiic) except as provided hereinin this Agreement, any exculpatory provision in the Operating Agreement Documents limiting Lender’s recourse to the Property or to any of other security for the other Transaction DocumentsNote, or limiting Lender’s rights to a deficiency judgment against any Indemnitor, (ivd) the accuracy or inaccuracy of the representations and warranties made by the Class B Member, the Company or any Indemnitor under the Operating Agreement or any of the other Transaction Documents Documents, (including this Agreement), or (ve) the release of any Indemnitor or any other Person person from performance or observance of any of the agreements, covenants, terms or condition conditions contained in the Operating Agreement or any of the other Transaction Documents by operation of law, IndemniteeXxxxxx’s voluntary act, or otherwise, (f) the release or substitution in whole or in part of any security for the Note, or (g) Lender’s failure to record or file (or improper filing or recording of) any of the Documents or Xxxxxx’s failure to otherwise perfect, protect, secure or insure any security interest or lien given as security for the Note; and, in all of the foregoing cases, whether with or without notice to Indemnitor and with or without consideration.

Unimpaired Liability. The liability of Indemnitors Indemnitor under this Agreement shall in no way be limited or impaired by, and each Indemnitor hereby consents to and agrees to be bound by, any amendment or modification of the provisions of the Operating Agreement or any of the Documents (other Transaction Documents than this Agreement) by any Indemnitor or successor-in-interest to any Person who succeeds any Indemnitor or any Person as owner of any of the PropertiesIndemnitor. In addition, the liability of Indemnitors under this Agreement Indemnitor shall in no way be limited or impaired by (ia) any extension extension(s) of the Mandatory Redemption Date or any other extension of the time for performance required by under the Operating Agreement or any of the other Transaction Documents, (iib) any sale or transfer of all or part of any the Property, or any sale or other assignment by any Indemnitor of its direct or indirect ownership interests in the Class B Member or the Company, (iiic) except as provided hereinin this Agreement or in the Documents, any exculpatory provision in the Operating Agreement Documents limiting Lender's recourse to the Property or to any of other security for the other Transaction DocumentsNote, or limiting Lender's rights to a deficiency judgment against any Indemnitor, (ivd) the accuracy or inaccuracy of the representations and warranties made by the Class B Member, the Company or any Indemnitor under the Operating Agreement or any of the other Transaction Documents Documents, (including this Agreement), or (ve) the release of any Indemnitor or any other Person person from performance or observance of any of the agreements, covenants, terms or condition conditions contained in the Operating Agreement or any of the other Transaction Documents by operation of law, Indemnitee’s Lender's voluntary act, or otherwise, (f) the release or substitution in whole or in part of any security for the Note, or (g) Lender's failure to record or file (or improper filing or recording of) any of the Documents or Lender's failure to otherwise perfect, protect, secure or insure any security interest or lien given as security for the Note; and, in all such cases, whether with or without notice to Indemnitor and with or without consideration.

Unimpaired Liability. The liability of Indemnitors Indemnitor under this Agreement shall in no way be limited or impaired by, and each Indemnitor hereby consents to and agrees to and shall be bound by, any amendment amendment, replacement or modification of the provisions of the Operating Note, the Loan Agreement or any of the other Transaction Documents Loan Document entered into by any Indemnitor (x) Borrower or any Person who succeeds any Indemnitor Borrower or any Person as owner of the Property or (y) any of the Propertiesother Person party to such Loan Document. In addition, the liability of Indemnitors Indemnitor under this Agreement shall in no way be limited or impaired by (i) any extension extensions of the Mandatory Redemption Date or any other extension of the time for performance required by the Operating Note, the Loan Agreement or any of the other Transaction Loan Documents, (ii) any sale or transfer of all or part of any the Property, or any sale or other assignment by any Indemnitor of its direct or indirect ownership interests except as provided in the Class B Member or the CompanySection 9(b), (iii) except as provided herein, any exculpatory provision in the Operating Agreement or any of the other Transaction Documents, (iv) the accuracy or inaccuracy of the representations and warranties made by Borrower under the Class B MemberNote, the Company or any Indemnitor under the Operating Loan Agreement or any of the other Transaction Loan Documents or herein, (including this Agreement), or (viv) the release of any Indemnitor Borrower or any other Person from performance or observance of any of the agreements, covenants, terms or condition contained in the Operating Agreement or any of the other Transaction Loan Documents by operation of law, IndemniteeLender’s voluntary act, or otherwise, or (v) the release or substitution in whole or in part of any security for the Note, in each case, except as required by this Agreement or the other Loan Documents. Indemnitor agrees that a separate action may be brought to enforce the provisions of this Agreement, including, without limitation, an action in accordance with the provisions of California Code of Civil Procedure Section 736 (if applicable), which separate action shall in no way be deemed to be an action within the meaning of California Code of Civil Procedure Section 726(a), or constitute a money judgments for deficiency or a deficiency judgment within the meaning of California Code of Civil Procedure Sections 580a, 580b, 580d, or 726(b).

Unimpaired Liability. The liability of Indemnitors Indemnitor under this Agreement shall in no way be limited or impaired by, and each Indemnitor hereby consents to and agrees to be bound by, any amendment or modification of the provisions of the Operating Agreement Note, the Loan Agreement, the Security Instrument or any of the other Transaction Documents Loan Document to or with Administrative Agent and/or Lenders by any Indemnitor or any Person who succeeds any Indemnitor or any Person as owner of any of the PropertiesProperty. In addition, the liability of Indemnitors Indemnitor under this Agreement shall in no way be limited or impaired by (i) any extension extensions of the Mandatory Redemption Date or any other extension of the time for performance required by the Operating Agreement Note, the Loan Agreement, the Security Instrument or any of the other Transaction Loan Documents, (ii) any sale or transfer of all or part of any Property, or any sale or other assignment by any Indemnitor of its direct or indirect ownership interests the Property (except as provided in the Class B Member or the CompanySection 10 hereof), (iii) except as provided herein, any exculpatory provision in the Operating Agreement Note, the Loan Agreement, the Security Instrument, or any of the other Transaction DocumentsLoan Documents limiting Administrative Agent’s recourse to the Property or to any other security for the Note, or limiting Administrative Agent’s rights to a deficiency judgment against Indemnitor, (iv) the accuracy or inaccuracy of the representations and warranties made by the Class B Member, the Company or any Indemnitor under the Operating Agreement Note, the Loan Agreement, the Security Instrument or any of the other Transaction Loan Documents (including this Agreement)or herein, or (v) the release of any Indemnitor or any other Person from performance or observance of any of the agreements, covenants, terms or condition contained in the Operating Agreement or any of the other Transaction Loan Documents by operation of law, IndemniteeAdministrative Agent’s or any Lender’s voluntary act, or otherwise, (vi) the release or substitution in whole or in part of any security for the Note, or (vii) Administrative Agent’s failure to record the Security Instrument or file any UCC financing statements (or Administrative Agent’s improper recording or filing of any thereof) or to otherwise perfect, protect, secure or insure any security interest or lien given as security for the Note; and, in any such case, whether with or without notice to Indemnitor and with or without consideration.

Unimpaired Liability. The liability of Indemnitors Company under this Agreement shall in no way be limited or impaired by, and each Indemnitor Company hereby consents to and agrees to be bound by, any amendment or modification of the provisions of the Operating Agreement or any of the other Transaction Documents to or with Indemnitee by any Indemnitor Company or any Person person who succeeds any Indemnitor Company or any Person person as owner of any of the PropertiesProperty. In addition, the liability of Indemnitors Company under this Agreement shall in no way be limited or impaired by by, (i) any extension extensions of the Mandatory Redemption Date or any other extension of the time for performance required by the Operating Agreement or any of the other Transaction DocumentsDocument, (ii) any sale or transfer of all or part of any the Property, or any sale or other assignment by any Indemnitor of its direct or indirect ownership interests in the Class B Member or the Company, (iii) except as provided herein, any exculpatory provision in the Operating Agreement other Transaction Document limiting Indemnitee's recourse to the Property or to any of other security for the Company's obligations under the other Transaction Documents, or limiting Indemnitee's rights to a deficiency judgment against Company, (iv) the accuracy or inaccuracy of the representations and warranties made by the Class B Member, the Company or under any Indemnitor under the Operating Agreement or any of the other Transaction Documents (including this Agreement)Document or herein, or (v) the release of any Indemnitor Company or any other Person person from performance or observance of any of the agreements, covenants, terms or condition contained in the Operating Agreement or any of the other Transaction Documents Document by operation of law, Indemnitee’s 's voluntary act, or otherwise, (vi) the release or substitution in whole or in part of any security for the Transaction, or (vii) Indemnitee's failure to record or file any UCC financing statements or other Transaction Documents (or Indemnitee's improper recording or filing of any thereof) or to otherwise perfect, protect, secure or insure any security interest or lien given as security for the Transaction; and, in any such case, whether with or without notice to Company and with or without consideration.

Unimpaired Liability. The liability of Indemnitors each Indemnitor under this Agreement shall in no way be limited or impaired by, and each Indemnitor hereby consents to and agrees to be bound by, any amendment or modification of the provisions of the Operating Agreement or any of the other Transaction Documents Document by any Indemnitor or any Person who succeeds any Indemnitor or any Person as owner of any of the Propertiesparties thereto. In addition, the liability of Indemnitors each Indemnitor under this Agreement shall in no way be limited or impaired by (i) any extension extensions of the Mandatory Redemption Date or any other extension of the time for performance required by the Operating Agreement or any of the other Transaction DocumentsDocument, (ii) any sale or transfer of all or part of any Property, or any sale or other assignment by any Indemnitor of its direct or indirect ownership interests the Property except as set forth in the Class B Member or the CompanySection 9 hereof, (iii) except as provided herein, any exculpatory provision in any Transaction Document limiting Indemnitee's recourse to the Operating Agreement Property or for payments due thereof, or limiting Indemnitee's rights in any of the other Transaction Documentsmanner, (iv) the accuracy or inaccuracy of the representations and warranties made by the Class B Member, each Indemnitor or the Company or any Indemnitor under the Operating Agreement or any of the other Transaction Documents (including this Agreement)Document or herein, or (v) the release of any each Indemnitor or Company or any other Person from performance Performance or observance of any of the agreements, covenants, terms or condition contained in the Operating Agreement or any of the other Transaction Documents Document by operation of law, Indemnitee’s 's voluntary act, or otherwise; and, in any such case, whether with or without notice to Indemnitor and with or without consideration.

Unimpaired Liability. The liability of Indemnitors Indemnitor under this Agreement shall in no way be limited or impaired by, and each Indemnitor hereby consents to and agrees to and shall be bound by, any amendment amendment, replacement or modification of the provisions of the Operating Note, the Loan Agreement or any of the other Transaction Documents Loan Document entered into by any Indemnitor (x) Borrower or any Person who succeeds any Indemnitor Borrower or any Person as owner of the Collateral or (y) any of the Propertiesother Person party to such Loan Document. In addition, the liability of Indemnitors Indemnitor under this Agreement shall in no way be limited or impaired by (i) any extension extensions of the Mandatory Redemption Date or any other extension of the time for performance required by the Operating Note, the Loan Agreement or any of the other Transaction Loan Documents, (ii) any sale or transfer of all or part of any Propertythe Collateral, or any sale or other assignment by any Indemnitor of its direct or indirect ownership interests except as provided in the Class B Member or the CompanySection 9(b), (iii) except as provided herein, any exculpatory provision in the Operating Agreement or any of the other Transaction Documents, (iv) the accuracy or inaccuracy of the representations and warranties made by Borrower under the Class B MemberNote, the Company or any Indemnitor under the Operating Loan Agreement or any of the other Transaction Loan Documents or herein, (including this Agreement), or (viv) the release of any Indemnitor Borrower or any other Person from performance or observance of any of the agreements, covenants, terms or condition contained in the Operating Agreement or any of the other Transaction Loan Documents by operation of law, IndemniteeLender’s voluntary act, or otherwise, or (v) the release or substitution in whole or in part of any security for the Note, in each case, except as required by this Agreement or the other Loan Documents. Indemnitor agrees that a separate action may be brought to enforce the provisions of this Agreement, including, without limitation, an action in accordance with the provisions of California Code of Civil Procedure Section 736 (if applicable), which separate action shall in no way be deemed to be an action within the meaning of California Code of Civil Procedure Section 726(a), or constitute a money judgments for deficiency or a deficiency judgment within the meaning of California Code of Civil Procedure Sections 580a, 580b, 580d, or 726(b).