Common use of General Acknowledgments Clause in Contracts

General Acknowledgments. Borrower acknowledges and agrees to the following: (a) The foregoing recitals are hereby incorporated into and made a part of this Agreement by this reference; (b) Capitalized terms used but not defined herein have the meanings set forth in the Loan Agreement; (c) Neither this Agreement nor any other agreement entered in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan Documents, or any rights or obligations thereunder, or a waiver by Lender of any of its rights under the Loan Documents or at law or in equity; (d) Except as specifically set forth herein, neither this Agreement nor any other agreement executed in connection herewith pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure any Event of Default which may exist under the Loan Documents, or to be a waiver by Lender of any Event of Default under the Loan Documents, or of any rights or remedies in connection therewith or with respect hereto, evidencing the parties’ intention that Borrower’s obligations under the Loan Documents shall remain in full force and effect; (e) All liens, security interests, rights and remedies granted to Lender for its benefit under the Loan Documents are hereby renewed, confirmed and continued; and (f) Borrowers reaffirm the validity, binding effect and enforceability of each of the Loan Documents, as modified by provisions of this Agreement, and acknowledge that Borrower is liable to Lender for the full amount of the principal and interest evidenced by the Loan Documents (as modified hereby), without offset, deduction, claim, counterclaim, defense or recoupment of any kind.

General Acknowledgments. Borrower acknowledges Borrowers hereby acknowledge and agrees to the followingagree as follows: (a) The foregoing recitals They are currently in default o f their obligations under the Loan Documents as a result of the occurrence of the Defaults, and hereby incorporated into and made a part of this Agreement by this referencewaive any requirement for any further notice or demand from Lender in connection therewith; (b) Capitalized terms used but not defined herein have As a result of the meanings set forth in Defaults, the Lender has the right to declare the entire principal balance of the Loans and all other Liabilities due and payable and exercise all of its rights and remedies under the Loan AgreementDocuments; (c) Neither this Agreement nor any other agreement entered into in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan Documents, Documents or any rights or obligations thereunder, or a waiver by Lender of any of its rights under the Loan Documents or at law or in equity; (d) Except as specifically set forth hereinAs a result of the Defaults, neither Lender has no further obligation to advance any additional monies under the Loan Agreement; (e) Neither this Agreement nor any other agreement executed in connection herewith or pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure any Event of Default the Defaults or any other events of default which may exist under the Loan Documents, Documents or to be a waiver by the Lender of the Defaults or any Event other existing defaults or events of Default default under the Loan Documents, Documents or of any rights or remedies in connection therewith or with respect heretothereto, evidencing it being the parties’ intention of the parties hereto that Borrower’s the obligations under of Borrowers with respect to the Loan Documents are and shall remain in full force and effect; (ef) All liens, security interests, rights and remedies granted to the Lender for its benefit in and under the Loan Documents are hereby renewed, confirmed and continued, and shall also secure the performance by Borrowers of their respective obligations hereunder; and (fg) Borrowers reaffirm the validity, binding effect and enforceability of each If at any time a payment or payments made by any Borrower on any part of the Loan DocumentsLiabilities are subsequently invalidated, as modified by provisions of this Agreementdeclared to be fraudulent or preferential, and acknowledge that Borrower is liable are set aside or are required to Lender for be repaid to a trustee, receiver or any other person or entity under any bankruptcy act, state or federal law, common law or equitable cause, then to the extent of such payment or payments, the Liabilities intended to be satisfied shall be revived and continued in full amount of the principal force and interest evidenced by the Loan Documents (effect as modified hereby), without offset, deduction, claim, counterclaim, defense if such payment or recoupment of any kindpayments had not been made.

General Acknowledgments. Borrower ▇▇▇▇▇▇▇▇ acknowledges and agrees to the following: (a) The foregoing recitals are Borrower hereby incorporated into acknowledges the accuracy of the representations set forth in the Recitals and made a part Stipulations of this Agreement by this referenceAgreement; (b) Capitalized terms used but not defined herein have the meanings set forth in the Loan Agreement; (c) Neither this Agreement nor any other agreement entered in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan DocumentsPromissory Notes, or any rights or obligations thereunder, or a waiver by Lender Holder of any of its rights under the Loan Documents Promissory Notes or at law or in equity; (d) Except as specifically set forth herein, neither this Agreement nor any other agreement executed in connection herewith pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure any Event of Default which may exist under the Loan Documents, or to be a waiver by Lender of any Event of Default under the Loan Documents, or of any rights or remedies in connection therewith or with respect hereto, evidencing the parties’ intention that Borrower’s obligations under the Loan Documents shall remain in full force and effect; (e) All liens, security interests, rights and remedies granted to Lender for its benefit under the Loan Documents are hereby renewed, confirmed and continued; and (fc) Borrowers reaffirm that the validityPromissory Notes are valid, binding effect and enforceability of each of the Loan Documentsenforceable against Borrower in accordance with their respective terms, as modified by provisions of this Agreement, and acknowledge that Borrower is liable to Lender Holder for the full amount of the principal principal, interest and interest any fees or other charges evidenced by the Loan Documents (as modified hereby)Promissory Notes, without offset, deduction, claim, counterclaim, defense or recoupment of any kind. Prior to the Effective Date, except as set forth in the Original Forbearance Agreement, there have been no modifications, amendments, or changes to any of the Promissory Notes except pursuant to a writing signed by ▇▇▇▇▇▇ and each other party thereto. Except as expressly provided to the contrary herein, (i) all of Holder’s rights and remedies available under the Promissory Notes and at law and in equity remain unchanged and available without restriction; (ii) the terms of the Promissory Notes remain in full force and effect; and (iii) the obligations and duties of Borrower to Holder will not be released, impaired, diminished, or amended as a result of the execution and delivery of this Agreement or by any subsequent undertakings of the parties. (d) A material event of default has occurred and is continuing under the April 2024 Promissory Note by reason of ▇▇▇▇▇▇▇▇’s failure to pay the balance due on the April 2024 Promissory Note at maturity, on April 19, 2024 (the “Existing Default”). (e) As a result of the Existing Default, all amounts due under the April 2024 Promissory Note are currently due and payable without restriction. Borrower hereby waives all of its rights to receive notice of or cure the Existing Default. (f) None of this Agreement, any documents delivered in connection with this Agreement, or any course of dealing between or among any of the parties hereto, is intended to operate, nor shall they be construed, as a waiver of the Existing Default or any other existing or future defaults or events of default under any of the Promissory Notes, as to which all rights of Holder shall remain reserved. (g) The forbearance by ▇▇▇▇▇▇ as provided herein shall result in a direct and substantial benefit to Borrower.

General Acknowledgments. Borrower ▇▇▇▇▇▇▇▇ acknowledges and agrees to the following: (a) The foregoing recitals are Borrower hereby incorporated into acknowledges the accuracy of the representations set forth in the Recitals and made a part Stipulations of this Agreement by this referenceAgreement; (b) Capitalized terms used but not defined herein have the meanings set forth in the Loan Agreement; (c) Neither this Agreement nor any other agreement entered in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan DocumentsPromissory Notes, or any rights or obligations thereunder, or a waiver by Lender Holder of any of its rights under the Loan Documents Promissory Notes or at law or in equity;; and (d) Except as specifically set forth herein, neither this Agreement nor any other agreement executed in connection herewith pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure any Event of Default which may exist under the Loan Documents, or to be a waiver by Lender of any Event of Default under the Loan Documents, or of any rights or remedies in connection therewith or with respect hereto, evidencing the parties’ intention that Borrower’s obligations under the Loan Documents shall remain in full force and effect; (e) All liens, security interests, rights and remedies granted to Lender for its benefit under the Loan Documents are hereby renewed, confirmed and continued; and (f) Borrowers reaffirm that the validityPromissory Notes are valid, binding effect and enforceability of each of the Loan Documentsenforceable against Borrower in accordance with their respective terms, as modified by provisions of this Agreement, and acknowledge that Borrower is liable to Lender Holder for the full amount of the principal principal, interest and interest any fees or other charges evidenced by the Loan Documents (as modified hereby)Promissory Notes, without offset, deduction, claim, counterclaim, defense or recoupment of any kind. Prior to the Effective Date, there have been no modifications, amendments, or changes to any of the Promissory Notes except pursuant to a writing signed by ▇▇▇▇▇▇ and each other party thereto. Except as expressly provided to the contrary herein, (i) all of Holder’s rights and remedies available under the Promissory Notes and at law and in equity remain unchanged and available without restriction; (ii) the terms of the Promissory Notes remain in full force and effect; and (iii) the obligations and duties of Borrower to Holder will not be released, impaired, diminished, or amended as a result of the execution and delivery of this Agreement or by any subsequent undertakings of the parties. (e) A material event of default has occurred and is continuing under the April 2024 Promissory Note by reason of ▇▇▇▇▇▇▇▇’s failure to pay the balance due on the April 2024 Promissory Note at maturity, on April 19, 2024 (the “Existing Default”). (f) As a result of the Existing Default, all amounts due under the April 2024 Promissory Note are currently due and payable without restriction. Borrower hereby waives all of its rights to receive notice of or cure the Existing Default. (g) None of this Agreement, any documents delivered in connection with this Agreement, or any course of dealing between or among any of the parties hereto, is intended to operate, nor shall they be construed, as a waiver of the Existing Default or any other existing or future defaults or events of default under any of the Promissory Notes, as to which all rights of Holder shall remain reserved. (h) The forbearance by ▇▇▇▇▇▇ as provided herein shall result in a direct and substantial benefit to Borrower.

General Acknowledgments. Borrower hereby acknowledges and agrees to the following: (a) The foregoing recitals are hereby incorporated into and made a part as follows: Borrower is currently in default of this Agreement by this reference; (b) Capitalized terms used but not defined herein have the meanings set forth in its Obligations under the Loan Agreement; (c) Documents as a result of the occurrence of the Existing Defaults, and Borrower hereby waives any requirement for any further notice or demand from Lender in connection therewith; As a result of the Existing Defaults, Lender has the right to declare the entire principal balance of all notes executed by Borrower in connection with the Loan Documents and all other Obligations due and payable and to exercise all of Lender’s rights and remedies under the Loan Documents, at law or in equity; Neither this Agreement nor any other agreement entered into in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan Documents, Documents or any rights or obligations Obligations thereunder, or a waiver by Lender of any of its rights under the Loan Documents or Documents, at law or in equity; (d) Except as specifically set forth herein, neither ; Lender has no further obligation to advance any additional funds under the Loan Documents; Neither this Agreement nor any other agreement executed in connection herewith or pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure any Event of Default the Existing Defaults or any other events of default which may exist under the Loan Documents, Documents or to be a waiver by Lender of the Existing Defaults or any Event other existing defaults or events of Default default under the Loan Documents, Documents or of any rights or remedies in connection therewith or with respect heretothereto, evidencing it being the parties’ intention of the parties hereto that Borrower’s the obligations under of Borrower with respect to the Loan Documents are and shall remain in full force and effect; (e) ; All liens, security interests, rights and remedies granted to Lender for its benefit in and under the Loan Documents are hereby renewed, confirmed and continued, and shall also secure the performance by Borrower of its respective obligations hereunder; and (f) Borrowers reaffirm the validity, binding effect and enforceability of each If at any time a payment or payments made by Borrower on any part of the Loan DocumentsObligations are subsequently invalidated, as modified by provisions of this Agreementdeclared to be fraudulent or preferential, and acknowledge that Borrower is liable are set aside or are required to Lender for be repaid to a trustee, receiver or any other person or entity under any bankruptcy act, state or federal law, common law or equitable cause, then to the extent of such payment or payments, the Obligations intended to be satisfied shall be revived and continued in full amount of the principal force and interest evidenced by the Loan Documents (effect as modified hereby), without offset, deduction, claim, counterclaim, defense if such payment or recoupment of any kindpayments had not been made.

General Acknowledgments. Borrower acknowledges Obligors hereby acknowledge and agrees to the followingagree as follows: (a) The foregoing recitals Borrower and Treacher's are currently in default of their respective obligations under the Loan Documents as a result of the occurrence of the Existing Default, and Obligors hereby incorporated into fully and made a part of this Agreement by this referencefinally waive any further notice or demands from Lender to Obligors in connection therewith; (b) Capitalized terms used but not defined herein have the meanings set forth in the Loan Agreement; (c) Neither this Agreement nor any other agreement entered in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan Documents, or any rights or obligations obligations, thereunder, or a waiver by Lender of any of its rights under the Loan Documents or at law or in equity; (dc) Except as specifically set forth provided herein, neither this Agreement nor any other agreement executed in connection herewith or pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure the Existing Default or any Event other events of Default default which may m~y exist under the Loan Documents, Documents or to be a waiver by the Lender of the Existing Default or any Event other existing defaults or events of Default default under the Loan Documents, or of any rights or remedies in connection therewith or with respect heretothereto, evidencing it being the parties’ intention of the parties hereto that Borrower’s the obligations under of Obligors with respect to the Loan Documents are and shall remain in full force and effect; (ed) All liens, security interests, pledges, assignments, rights and remedies granted to the Lender for its benefit under in the Loan Documents are hereby renewed, confirmed and continued, and shall also secure the performance by Obligors of their respective obligations hereunder; and (fe) Borrowers reaffirm the validity, binding effect and enforceability of each If at any time a payment or payments made by any Obligor on any part of the Loan DocumentsLender Indebtedness are subsequently invalidated, as modified by provisions of this Agreementdeclared to be fraudulent or preferential, and acknowledge that Borrower is liable are set aside or are required to be repaid to a trustee, receiver or any other person or entity under any bankruptcy act, state or federal law, common law or equitable cause, then to the extent of such payment or payments, the Lender for the Indebtedness intended to be satisfied shall be revived and continued in full amount of the principal force and interest evidenced by the Loan Documents (effect as modified hereby), without offset, deduction, claim, counterclaim, defense if such payment or recoupment of any kindpayments had not been made.

General Acknowledgments. Borrower acknowledges and agrees to the following: (a) The foregoing recitals are hereby herby incorporated into and made a part of this Agreement by this reference; (b) Capitalized terms used but not defined herein have the meanings set forth in the Loan Agreement; (c) Neither this Agreement nor any other agreement entered in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan Documents, or any rights or obligations thereunder, or a waiver by Lender of any of its rights under the Loan Documents or at law or in equity; (d) Except as specifically set forth herein, neither this Agreement nor any other agreement executed in connection herewith pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure any Event of Default which may exist under the Loan Documents, or to be a waiver by Lender of any Event of Default under the Loan Documents, or of any rights or remedies in connection therewith or with respect hereto, evidencing the parties’ intention that Borrower’s obligations under the Loan Documents shall remain in full force and effect; (e) All liens, security interests, rights and remedies granted to Lender for its benefit under the Loan Documents are hereby renewed, confirmed and continued; and (f) Borrowers reaffirm the validity, binding effect and enforceability of each of the Loan Documents, as modified by provisions of this Agreement, and acknowledge that Borrower is liable to Lender for the full amount of the principal and interest evidenced by the Loan Documents (as modified hereby), without offset, deduction, claim, counterclaim, defense or recoupment of any kind.

General Acknowledgments. Borrower acknowledges Borrowers hereby acknowledge and agrees to the following: agree as follows: (a) The foregoing recitals They are currently in default of their obligations under the Loan Documents as a result of the occurrence of the Defaults, and hereby incorporated into and made a part of this Agreement by this reference; waive any requirement for any further notice or demand from Lender in connection therewith; (b) Capitalized terms used but not defined herein have As a result of the meanings set forth in Defaults, the Lender has the right to declare the entire principal balance of the Loans and all other Liabilities due and payable and exercise all of its rights and remedies under the Loan Agreement; Documents; (c) Neither this Agreement nor any other agreement entered into in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan Documents, Documents or any rights or obligations thereunder, or a waiver by Lender of any of its rights under the Loan Documents or at law or in equity; ; (d) Except as specifically set forth hereinAs a result of the Defaults, neither Lender has no further obligation to advance any additional monies under the Loan Agreement; (e) Neither this Agreement nor any other agreement executed in connection herewith or pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure any Event of Default the Defaults or any other events of default which may exist under the Loan Documents, Documents or to be a waiver by the Lender of the Defaults or any Event other existing defaults or events of Default default under the Loan Documents, Documents or of any rights or remedies in connection therewith or with respect heretothereto, evidencing it being the parties’ intention of the parties hereto that Borrower’s the obligations under of Borrowers with respect to the Loan Documents are and shall remain in full force and effect; ; (ef) All liens, security interests, rights and remedies granted to the Lender for its benefit in and under the Loan Documents are hereby renewed, confirmed and continued, and shall also secure the performance by Borrowers of their respective obligations hereunder; and and (fg) Borrowers reaffirm the validity, binding effect and enforceability of each If at any time a payment or payments made by any Borrower on any part of the Loan DocumentsLiabilities are subsequently invalidated, as modified by provisions of this Agreementdeclared to be fraudulent or preferential, and acknowledge that Borrower is liable are set aside or are required to Lender for be repaid to a trustee, receiver or any other person or entity under any bankruptcy act, state or federal law, common law or equitable cause, then to the extent of such payment or payments, the Liabilities intended to be satisfied shall be revived and continued in full amount of the principal force and interest evidenced by the Loan Documents (effect as modified hereby), without offset, deduction, claim, counterclaim, defense if such payment or recoupment of any kindpayments had not been made.

General Acknowledgments. (a) Borrower and Lender acknowledge and agree that they (i) have independently reviewed and approved each and every provision of this Agreement, including the Exhibits and Schedules attached hereto and any and all other documents and items as they or their counsel have deemed appropriate, and (ii) have entered into this Agreement and have executed the closing documents voluntarily, without duress or coercion, and have done all of the above with the advice of their legal counsel. (b) Borrower and Lender acknowledge and agree that, to the extent deemed necessary by them or their counsel, they and their counsel have independently reviewed, investigated and/or have full knowledge of all aspects of the transaction and the basis for the transaction contemplated by this Agreement and/or have chosen not to so review and investigate (in which case, Borrower acknowledges and agrees to that it has knowingly and upon the followingadvice of counsel waived any claim or defense based on any fact or any aspect of the transaction that any investigation would have disclosed), including without limitation: (ai) The foregoing recitals are hereby incorporated into the risks and made benefits of the various waivers of rights contained in this Agreement, including but not limited to, the waiver of the right to a part of this Agreement by this reference;jury trial; and (bii) Capitalized terms used but not defined herein have the meanings adequacy of the consideration being transferred under this Agreement, including the adequacy of the consideration for the mutual release as set forth in the Loan Agreement;Section 13.4. (c) Neither Borrower has made its own investigation or elected not to make such investigation as to all matters it deems material to this transaction and has not relied on any statement of fact or opinion, disclosure or non-disclosure of Lender, and has not been induced by Lender in any way, except for the consideration recited herein, in entering into this Agreement nor and executing the closing documents contemplated hereby, and further acknowledges that Lender has not made any other agreement entered warranties or representations of any kind in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan Documents, or any rights or obligations thereunder, or a waiver by Lender of any of its rights under the Loan Documents or at law with this transaction except as specifically set forth herein or in equity;the documents executed in conjunction with this Agreement, and Borrower is not relying on any such representations or warranties. (d) Except as specifically set forth hereinBorrower acknowledges and agrees that, neither this Agreement nor after careful consideration, it does not deem any other agreement executed in connection herewith pursuant matter not reviewed or investigated by it to the terms hereof, nor any actions taken pursuant be material to this Agreement or such other agreement shall be deemed to cure any Event of Default which may exist under and the Loan Documents, or to be a waiver by Lender of any Event of Default under the Loan Documents, or of any rights or remedies in connection therewith or with respect hereto, evidencing the parties’ intention that Borrower’s obligations under the Loan Documents shall remain in full force and effect; (e) All liens, security interests, rights and remedies granted to Lender for its benefit under the Loan Documents are hereby renewed, confirmed and continued; and (f) Borrowers reaffirm the validity, binding effect and enforceability of each of the Loan Documents, as modified by provisions of this Agreement, and acknowledge that Borrower is liable to Lender for the full amount of the principal and interest evidenced by the Loan Documents (as modified transactions contemplated hereby), without offset, deduction, claim, counterclaim, defense or recoupment of any kind.

General Acknowledgments. Borrower acknowledges hereby acknowledge and agrees to the followingagree as follows: (a) The foregoing recitals They are currently in default of their obligations under the Loan Instruments as a result of the occurrence of the Existing Defaults, and hereby incorporated into and made a part of this Agreement by this referencewaive any requirement for any further notice or demand from the Lender in connection therewith; (b) Capitalized terms used but not defined herein have As a result of the meanings set forth in Existing Defaults, the Lender has the right to declare the entire principal balance of the Note and all other Obligations due and payable and exercise all of its rights and remedies under the Loan AgreementInstruments; (c) Neither this Agreement Amendment nor any other agreement entered into in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan Documents, Instruments or any rights or obligations thereunder, or a waiver by Lender of any of its rights under the Loan Documents Instruments or at law or in equity, except as expressly waived under Section 10 hereunder; (d) Except as specifically set forth herein, neither this Agreement nor any other agreement executed in connection herewith pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure any Event of Default which may exist under the Loan Documents, or to be a waiver by Lender of any Event of Default under the Loan Documents, or of any rights or remedies in connection therewith or with respect hereto, evidencing the parties’ intention that Borrower’s obligations under the Loan Documents shall remain in full force and effect; (e) All liens, security interests, rights and remedies granted to the Lender for its benefit in and under the Loan Documents Instruments are hereby renewed, confirmed and continued, and shall also secure the performance by Borrower of their respective obligations hereunder; and (f) Borrowers reaffirm the validity, binding effect and enforceability of each If at any time a payment or payments made by any Loan Party on any part of the Loan DocumentsObligations are subsequently invalidated, as modified by provisions of this Agreementdeclared to be fraudulent or preferential, and acknowledge that Borrower is liable are set aside or are required to Lender for be repaid to a trustee, receiver or any other person or entity under any bankruptcy act, state or federal law, common law or equitable cause, then to the extent of such payment or payments, the Obligations intended to be satisfied shall be revived and continued in full amount of the principal force and interest evidenced by the Loan Documents (effect as modified hereby), without offset, deduction, claim, counterclaim, defense if such payment or recoupment of any kindpayments had not been made.

General Acknowledgments. Borrower hereby acknowledges and agrees to as follows: Borrower is currently in default of its Obligations under the following: (a) The foregoing recitals are Loan Documents as a result of the occurrence of the Existing Defaults, and Borrower hereby incorporated into and made waives any requirement for any further notice or demand from the Administrative Agent or the Lenders in connection therewith; As a part result of this Agreement by this reference; (b) Capitalized terms used but not defined herein the Existing Defaults, Lenders have the meanings set forth right to declare the entire principal balance of all notes executed by Borrower in connection with the Loan Agreement; (c) Documents and all other Obligations due and payable and to exercise all of Lenders’ rights and remedies under the Loan Documents, at law or in equity; Neither this Agreement nor any other agreement entered into in connection herewith or pursuant to the terms hereof shall be deemed or construed to be a compromise, satisfaction, reinstatement, accord and satisfaction, novation or release of any of the Loan Documents, Documents or any rights or obligations Obligations thereunder, or a waiver by Lender Lenders of any of its their rights under the Loan Documents or Documents, at law or in equity; (d) Except as specifically set forth herein, neither ; Lenders have no further obligation to advance any additional funds under the Loan Documents; Neither this Agreement nor any other agreement executed in connection herewith or pursuant to the terms hereof, nor any actions taken pursuant to this Agreement or such other agreement shall be deemed to cure any Event of Default the Existing Defaults or any other events of default which may exist under the Loan Documents, Documents or to be a waiver by Lender Lenders of the Existing Defaults or any Event other existing defaults or events of Default default under the Loan Documents, Documents or of any rights or remedies in connection therewith or with respect heretothereto, evidencing it being the parties’ intention of the parties hereto that Borrower’s the obligations under of Borrower with respect to the Loan Documents are and shall remain in full force and effect; (e) ; All liens, security interests, rights and remedies granted to Lender for its benefit the Collateral Agent and/or the Lenders in and under the Loan Documents are hereby renewed, confirmed and continued, and shall also secure the performance by Borrower of its respective obligations hereunder; and (f) Borrowers reaffirm the validity, binding effect and enforceability of each If at any time a payment or payments made by Borrower on any part of the Loan DocumentsObligations are subsequently invalidated, as modified by provisions of this Agreementdeclared to be fraudulent or preferential, and acknowledge that Borrower is liable are set aside or are required to Lender for be repaid to a trustee, receiver or any other person or entity under any bankruptcy act, state or federal law, common law or equitable cause, then to the extent of such payment or payments, the Obligations intended to be satisfied shall be revived and continued in full amount of the principal force and interest evidenced by the Loan Documents (effect as modified hereby), without offset, deduction, claim, counterclaim, defense if such payment or recoupment of any kindpayments had not been made.