Waiver of defences. The obligations of each Guarantor under this Clause 17 will not be affected by an act, omission, matter or thing which, but for this Clause, would reduce, release or prejudice any of its obligations under this Clause 17 (without limitation and whether or not known to it or any Finance Party) including:
(a) any time, waiver or consent granted to, or composition with, any Obligor or other person;
(b) the release of any other Obligor or any other person under the terms of any composition or arrangement with any creditor of any member of the Group;
(c) the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, any Obligor or other person or any non-presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any security;
(d) any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of an Obligor or any other person;
(e) any amendment, novation, supplement, extension, restatement (however fundamental and whether or not more onerous) or replacement of any Finance Document or any other document or security including without limitation any change in the purpose of, any extension of or any increase in any facility or the addition of any new facility under any Finance Document or other document or security;
(f) any unenforceability, illegality or invalidity of any obligation of any person under any Finance Document or any other document or security; or
(g) any insolvency or similar proceedings.
Waiver of defences. Neither the obligations of the Guarantor nor the rights and remedies of the Guaranteed Party shall be affected by any act, omission, matter or thing which, but for this Clause 6, would reduce, release or prejudice any of the Guarantor’s obligations (whether or not known to the Guarantor or the Guaranteed Party) including:
(a) any time, waiver, release or consent granted to, or composition with, the User or any other person;
(b) the release of the User or any other person under the terms of any composition or arrangement with any creditor;
(c) the taking, variation, compromise, exchange, renewal, release, waiver or termination of, or refusal or neglect to perfect, take up or enforce, any rights or obligations against the User, the Guarantor or any other person or any non-presentation or non-observance of any formality or other requirement in respect of any instrument or other document or any failure to realise the full value of any security, including under the Agreement and/or this Guarantee;
(d) the failure to notify the Guarantor of the occurrence of any breach of the Agreement;
(e) the extension of the time for performance or payment of any Obligations;
(f) any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of the User or any other person;
(g) any supplement, extension, restatement, modification, termination, expiry, or other amendment of the Agreement or any other document, however fundamental that amendment may be and whether or not more onerous;
(h) any unenforceability, illegality or invalidity of any obligation of any person under the Agreement or any other document;
(i) any voluntary or involuntary liquidation, dissolution, sale or other disposition of all or substantially all assets, marshalling of assets and liabilities, receivership, insolvency, bankruptcy, assignment for the benefit of creditors, reorganization, arrangement, composition with creditors, or other similar proceedings, affecting the Guarantor and/or the User or any of the respective assets of either of them, or any allegation or contest of the validity of this Guarantee in any such proceeding;
(j) the default or failure of the Guarantor to fully perform any of its obligations pursuant to this Guarantee; or
(k) any other act, event or omission which, but for this provision, would or might operate to offer any legal or equitable defence for or impair or discharge the Guarantor’s obligations under this Guarantee or pre...
Waiver of defences. The obligations of each Guarantor under this Clause will not be affected by any act, omission or thing which, but for this provision, would reduce, release or prejudice any of its obligations under this Clause (whether or not known to it or any Finance Party). This includes:
(a) any time or waiver granted to, or composition with, any person;
(b) any release of any person under the terms of any composition or arrangement;
(c) the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, any person;
(d) any non-presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any security;
(e) any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of any person;
(f) any amendment (however fundamental) of a Finance Document or any other document or security; or
(g) any unenforceability, illegality, invalidity or non-provability of any obligation of any person under any Finance Document or any other document or security.
Waiver of defences. The provisions of this Deed will not be affected by an act, omission, matter or thing which, but for this Clause 8.6, would reduce, release or prejudice the subordination and priorities expressed to be created by this Deed including (without limitation and whether or not known to any Party):
(a) any time, waiver or consent granted to, or composition with, the Debtor or other person;
(b) the release of the Debtor or any other person under the terms of any composition or arrangement with any creditor of any member of the NCLC Group;
(c) the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, the Debtor or other person or any non-presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any Security;
(d) any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of the Debtor or other person;
(e) any amendment, novation, supplement, extension (whether of maturity or otherwise) or restatement (in each case, however fundamental and of whatsoever nature, and whether or not more onerous) or replacement of a Debt Document or any other document or security;
(f) any unenforceability, illegality or invalidity of any obligation of any person under any Debt Document or any other document or security;
(g) any intermediate Payment of any of the obligation or liabilities owed by the Debtor to the Primary Creditors in whole or in part; or
(h) any insolvency or similar proceedings.
Waiver of defences. Neither the obligations of the Borrower under this Assignment nor the Security and the rights, powers and remedies conferred on the Collateral Agent by this Assignment or by law, shall be discharged, impaired or otherwise affected by:
(a) the winding-up, dissolution, administration or reorganisation of the Borrower or any other person or any change in the status, function, control or ownership of the Borrower or any such person;
(b) any of the Secured Obligations or any other security held by the Collateral Agent in respect thereof being or becoming illegal, invalid, unenforceable or ineffective in any respect;
(c) any time or other indulgence being granted or agreed to with the Borrower or any other person in respect of the Secured Obligations or any of them or in respect of any other security held by the Collateral Agent in respect thereof;
(d) any amendment to, or any variation, waiver or release of, the Secured Obligations or any of them or any other security, guarantee or indemnity held by the Collateral Agent in respect thereof;
(e) any total or partial failure to take or perfect any security proposed to be taken in respect of the Secured Obligations or any of them;
(f) any total or partial failure to realise the value of, or any release, discharge, exchange or substitution of, any other security, guarantee or indemnity held by the Collateral Agent in respect of the Secured Obligations or any of them; or
(g) any other act, event or omission which might operate to discharge, impair or otherwise affect the obligations of the Borrower under this Assignment, the Security or any of the rights, powers and remedies conferred on the Collateral Agent by this Assignment or by law.
Waiver of defences. Without prejudice to Clause 23 (Release of Security), the obligations of each Company under this Debenture will not be affected by an act, omission, matter or thing which, but for this Clause 22.8 (Waiver of defences), would reduce, release or prejudice any of its obligations under this Debenture (without limitation and whether or not known to it or any Secured Party) including:
(a) any time, waiver or consent granted to, or composition with, any Credit Party or other person;
(b) the release of any other Credit Party or any other person under the terms of any composition or arrangement with any creditor of the Borrower or its Subsidiaries;
(c) the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, any other Credit Party or other person or any non-presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any security;
(d) any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of any other Credit Party or any other person;
(e) any amendment (however fundamental) or replacement of a Credit Document or any other document or security or of the Secured Obligations (in each case, other than this Debenture);
(f) any unenforceability, illegality or invalidity of any obligation of any person under any Credit Document or any other document or security or of the Secured Obligations; or
(g) any insolvency or similar proceedings.
Waiver of defences. The obligations of each Guarantor under this Clause 18 will not be affected by an act, omission, matter or thing which, but for this Clause, would reduce, release or prejudice any of its obligations under this Clause 18 (without limitation and whether or not known to it or any Finance Party) including:
(a) any time, waiver or consent granted to, or composition with, any Obligor or other person;
(b) the release of any other Obligor or any other person under the terms of any composition or arrangement with any creditor of any member of the Group;
Waiver of defences. The obligations of each Guarantor under this Clause 24 will not be affected by an act, omission, matter or thing which, but for this Clause, would reduce, release or prejudice any of its obligations under this Clause 24 (without limitation and whether or not known to it or any Finance Party) including:
24.4.1 any time, waiver or consent granted to, or composition with, any Obligor or other person;
24.4.2 the release of any other Obligor or any other person under the terms of any composition or arrangement with any creditor of any member of the Group;
24.4.3 the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, any Obligor or other person or any non-presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any security;
24.4.4 any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of an Obligor or any other person;
24.4.5 any amendment (however fundamental) or replacement of a Finance Document or any other document or security;
24.4.6 any unenforceability, illegality or invalidity of any obligation of any person under any Finance Document or any other document or security; or
24.4.7 any insolvency or similar proceedings.
Waiver of defences. The obligations of each Guarantor under this Clause 15 will not be affected by an act, omission, matter or thing which, but for this Clause, would reduce, release or prejudice any of its obligations under this Clause 15 (without limitation and whether or not known to it or Burdale) including:
(a) any time, waiver or consent granted to, or composition with, any Obligor or other person;
(b) the release of any other Obligor or any other person under the terms of any composition or arrangement with any creditor of any Obligor or any other person;
(c) the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, any Obligor or other person or any non-presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any security;
(d) any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of an Obligor or any other person;
(e) any amendment (however fundamental) or replacement of a Finance Document or any other document or security;
(f) any unenforceability, illegality or invalidity of any obligation of any person under any Finance Document or any other document or security; or
(g) any insolvency or similar proceedings.
Waiver of defences. The provisions of the Finance Documents will not be affected by an act, omission, matter or thing which, but for this clause 27.8 (Waiver of Defences), would reduce, release or prejudice the subordination and priorities in this Agreement including:
27.8.1 any time, waiver or consent granted to, or composition with any person;
27.8.2 the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, any Obligor or any non-presentation or non-observance of any formality or other requirement in respect of any instrument;
27.8.3 any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of any person;
27.8.4 any amendment (however fundamental) or replacement of a Finance Document or any other document or security;
27.8.5 any unenforceability, illegality or invalidity of any obligation of any person under any Finance Document or any other document or security; or
27.8.6 any intermediate payment or discharge of any of the Secured Obligations in whole or in part.
