Waiver of Right of Setoff. The Administrative Agent and each Bank hereby waive any right to set off and apply any and all deposits (general or special, time or demand, provisional or final) and collateral at any time held and other indebtedness at any time owing by it to or for the credit or the account of the Company if there shall be a drawing under the Letter of Credit at any time during the pendency of any proceeding by or against the Company seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, custodian, trustee or other similar official for it or for any substantial part of its property (collectively the “bankruptcy events”), against any and all of the obligations of the Company now or hereafter existing in respect of any reimbursement obligation of the Company set forth in Section 2(a), provided that any such waiver shall be deemed ineffective as and to the extent that the Administrative Agent and each Bank receive, after any of the bankruptcy events occur, an unqualified opinion of nationally-recognized counsel with bankruptcy law experience (which counsel shall be mutually satisfactory to the Administrative Agent and the Equity Participant, each of which shall use its best efforts to agree on such counsel), that non-waiver would not, as a result of the application of bankruptcy or similar laws as then in effect, lead to the Administrative Agent or any Bank being refused, prevented, permanently enjoined or restrained from or delayed in fulfilling its obligation under the Letter of Credit. This Section 13 shall not constitute a waiver of any right of setoff if there shall be a drawing under the Letter of Credit at any time other than that described in this Section 13.
Waiver of Right of Setoff. The Collateral Agent waives all of its rights to set off and apply any Collateral at any time held and other obligations at any time owing by the Collateral Agent to or for the credit or the account of the Borrower or any Secured Party against the obligations of the Borrower or any Secured Party hereunder and under the other Transaction Documents, irrespective of whether or not the Collateral Agent shall have made any demand thereunder and although such obligations may be unmatured.
Waiver of Right of Setoff. AGENT AND EACH LENDER HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY AND ALL CURRENT AND FUTURE RIGHTS OF AGENT AND SUCH LENDER TO SET OFF AND APPLY ANY AND ALL BALANCES AND AMOUNTS (GENERAL OR SPECIAL, TIME OR DEMAND, PROVISIONAL OR FINAL) OF GUARANTOR ON DEPOSIT IN ANY BANK ACCOUNT OF GUARANTOR ESTABLISHED WITH AGENT OR ANY LENDER (SOLELY TO THE EXTENT THAT SUCH ACCOUNTS WERE NOT ESTABLISHED IN CONNECTION WITH THE LOAN) AGAINST ANY AND ALL OF THE OBLIGATIONS OF GUARANTOR NOW OR HEREAFTER EXISTING UNDER THIS GUARANTY OR THE OTHER LOAN DOCUMENTS UPON THE FAILURE OF BORROWER OR GUARANTOR TO PAY WHEN DUE ANY AMOUNT DUE AND OWING PURSUANT TO THIS GUARANTY OR SUCH OTHER LOAN DOCUMENT SOLELY TO THE EXTENT THAT SUCH SET OFF OR APPLICATION DOES NOT CONSTITUTE AND IS NOT OTHERWISE PART OF AN ENFORCEMENT OF THE REMEDIES GRANTED TO AGENT AND EACH LENDER PURSUANT TO THE LOAN DOCUMENTS.
Waiver of Right of Setoff. By acceptance of this Guaranty, each Guaranteed Party hereby waives, with respect to the Guaranteed Obligations, any contractual or common law right of setoff against any deposits of any Guarantor now or hereafter held by and other indebtedness or property then or thereafter owing by such Guaranteed Party to any Guarantor.
Waiver of Right of Setoff. 4.1 Borrower hereby acknowledges and agrees that the obligation of Borrower to make the payments required to be made hereunder shall be absolute and unconditional and shall not be subject to diminution or delay by setoff, counterclaim, abatement or otherwise.
Waiver of Right of Setoff. Each Lender and each Agent hereby waives any right or setoff or recoupment it may have against the Company under any contract, agreement or other instrument or applicable law.
Waiver of Right of Setoff. Each Lender hereby waives all rights that it may have, whether statutory, common-law or otherwise (other than rights pursuant to the Collateral Documents), to set off any deposit accounts or other obligations that the Borrower now maintains or may hereafter maintain with such Lender against any of the Obligations of the Borrower under this Agreement or any of the other Credit Documents.
Waiver of Right of Setoff. The Lessee hereby waives fully and irrevocably any right of setoff he may have towards the Lessor, and he undertakes not to set off from the Rental Fee payable to the Lessor, and/or from any other payment owed by the Lessee to the Lessor, any amount for any reason whatsoever. The aforesaid in this paragraph shall not derogate from the Lessee’s right to receive any aforesaid amount. In witness thereof the parties have hereunto set their hands (Signature: illegible) (Signature: illegible) [Stamp: Aspen Real Estate Ltd.] Lessor Lessee
Waiver of Right of Setoff. In addition to any other right or ------------------------- remedy that the Bank may have by operation of law or otherwise, the Bank shall be entitled to exercise its right of setoff or banker's lien; provided, however, that the Bank hereby irrevocably waives such right of setoff or banker's lien in order to appropriate and apply to the payment of unreimbursed payments under the Letter of Credit and interest thereon any balances, credits, deposits, accounts or moneys of the Corporation at any time with the Bank when and if there shall be a drawing under the Letter of Credit during the pendency of any proceedings by or against the Corporation, seeking relief in respect of the Corporation under the Bankruptcy Law; provided further, however, that the Bank may exercise such right of setoff or banker's lien if (a) it is determined by a court of competent jurisdiction that such exercise would not lead to the Bank's being released, prevented or restrained from or delayed in fulfilling its obligations under the Letter of Credit, and (b) the exercise of such right of setoff or banker's lien or right of setoff would not constitute any payment (including pursuant to the Letter of Credit) to holders of the Bonds in respect of amounts payable thereunder a voidable preference payment under the Bankruptcy Law.
Waiver of Right of Setoff. The Agent and each Lender hereby waives, with respect to the Obligations, any contractual or common law right of setoff against any deposits of any Credit Party now or hereafter held by and other indebtedness or property then or thereafter owing by such Lender or other holder to any Credit Party.
