Common use of Guarantor waives Clause in Contracts

Guarantor waives. (a) all presentments, demands for performance, notices of nonperformance, protests, and all other notices, including notices of all of the following: protest, dishonor. Acceptance of this guaranty, any default, partial payment or nonpayment of all or any part of the Indebtedness and the existence, creation or incurring of new or additional Indebtedness; (b) any right to require Lessor to proceed against Lessee or any other person, to proceed against or exhaust any security held from Lessee or any other person for the Indebtedness, to proceed against or exhaust any security held from Guarantor or any other person for this guaranty or to pursue any other remedy in Lessor's power whatsoever; (c) the benefits of any laws which provide that the obligation of guarantor must neither be larger in amount not in other respects more burdensome than that if the principal or which reduce a guarantor's obligation in proportion to the principal obligation; (d) any defense arising by reason of the invalidity, illegality or lack or enforceability of the Indebtedness or any part thereof, or by reason of any incapacity, lack of authority, death, disability or other defense of Lessee or any other person, or by reason of the failure of Lessor to file or enforce a claim against the estate (in administration, bankruptcy or any other proceeding) of Lessee or any other person, by or by reason of the cessation from any cause whatsoever of the liability of Lessee or any other person with respect to all or any part of the Indebtedness, or by reason of any act or omission of Lessor or others which directly or indirectly results in the discharge or release of Lessee or any other person or any Indebtedness or any security therefore, whether by operation or law or otherwise; (e) any defense arising because of Lessor's election, in any proceeding instituted under the federal Bankruptcy Code, of the application of Section 1111 (b)(2) of the federal Bankruptcy Code; (f) any defense based on any borrowing or grant of a security interest under Section 364 of the federal Bankruptcy Code; (g) any defense arising by reason or Lessor's failure to obtain, perfect, continue, maintain or keep in force any security interest in, lien or encumbrance upon, any property, whether as owner thereof or the holder of a security interest or lien or encumbrance thereon, being invalidated, avoided, declared void, fraudulent or preferential or otherwise set aside, or by reason of any impairment by Lessor of any right to recourse or collateral; (h) any right to require Lessor to marshall any assets in favor or Gxxxxxxxx; (i) any defense based upon any failure of Lessor to give Lessee or Guarantor notice of any sale or other disposition of any property securing any or all of the indebtedness or any guarantee t hereof, or any defect in any notice that may be given in connection with any sale or other disposition of any such property, or any failure of Lessor to comply with any provision of applicable law in enforcing any security interest in or lien upon any such property, including any failure by Lessor to dispose of any such property in a commercially reasonable manner; (j) any defense based upon or arising out of any bankruptcy, insolvency, reorganization, arrangement, readjustment of debt, liquidation or dissolution proceeding commenced by or against Lessee or any other person, including any discharge of, or bar against collecting, any of the Indebtedness (including any interest thereon), in or as a result of any such processing; and (k) any defense based on any dissolution or termination of, or increase, decrease or change in membership of any guarantor or Lessee which is a partnership.

Guarantor waives. (a) all presentments, demands for performance, notices All defenses to the enforcement of nonperformance, protests, this guaranty (and all other notices, including notices of all of Rights which may be asserted as defenses to the following: protest, dishonor. Acceptance enforcement of this guaranty) including, but not limited to (i) any default, partial payment Right to revoke this guaranty with respect to future indebtedness; (ii) any Right to require Administrative Agent or nonpayment of all or Lenders to do any part of the Indebtedness and the existence, creation following before Guarantor is obligated to pay any Guaranteed Obligation or incurring of new before Administrative Agent or additional IndebtednessLenders may proceed against Guarantor; (bA) sue or exhaust remedies agxxxst Borrower and other guarantors or obligors, (B) sue on an accrued right of xxtion in respect of any Guaranteed Obligation or bring any other action, exercise any other right, or exhaust all other remedies, or (C) enforce rights against Borrower's assets or the collateral pledged by Borrower to secure any Guaranteed Obligation; (iii) any right relating to the timing, manner, or conduct of Administrative Agent's or Lenders' enforcement of rights against Borrower's assets or the collateral pledged by Borrower to secure any Guaranteed Obligation; (iv) if Guarantor and Borrower (or a third party) have each pledged assets to secure any Guaranteed Obligation, any right to require Lessor Administrative Agent and Lenders to proceed first against Lessee the other collateral before proceeding against collateral pledged by Guarantor; (v) notice that this guaranty has been accepted by Administrative Agent and Lenders and notice of any indebtedness to which this guaranty may apply; (vi) any right of Guarantor to receive notice from Administrative Agent or Lenders of changes which affect the creditworthiness of Borrower; and (vii) presentation, presentment, demand for payment, protest, notice of protest, notice of dishonor or nonpayment of any indebtedness, notice of intent to accelerate, notice of acceleration, notice of any suit or other action by Lender against Borrower, Guarantor, or any other person, Person and any notice to proceed against or exhaust any security held from Lessee or any other person party liable for the Indebtedness, to proceed against or exhaust any security held from Guarantor or any other person for this guaranty or to pursue any other remedy in Lessor's power whatsoever; (c) obligation which is the benefits of any laws which provide that the obligation of guarantor must neither be larger in amount not in other respects more burdensome than that if the principal or which reduce a guarantor's obligation in proportion to the principal obligation; (d) any defense arising by reason subject of the invalidity, illegality suit or lack or enforceability of the Indebtedness or any part thereof, or by reason of any incapacity, lack of authority, death, disability or other defense of Lessee or any other person, or by reason of the failure of Lessor to file or enforce a claim against the estate (in administration, bankruptcy or any other proceeding) of Lessee or any other person, by or by reason of the cessation from any cause whatsoever of the liability of Lessee or any other person with respect to all or any part of the Indebtedness, or by reason of any act or omission of Lessor or others which directly or indirectly results in the discharge or release of Lessee or any other person or any Indebtedness or any security therefore, whether by operation or law or otherwiseaction; (e) any defense arising because of Lessor's election, in any proceeding instituted under the federal Bankruptcy Code, of the application of Section 1111 (b)(2) of the federal Bankruptcy Code; (f) any defense based on any borrowing or grant of a security interest under Section 364 of the federal Bankruptcy Code; (g) any defense arising by reason or Lessor's failure to obtain, perfect, continue, maintain or keep in force any security interest in, lien or encumbrance upon, any property, whether as owner thereof or the holder of a security interest or lien or encumbrance thereon, being invalidated, avoided, declared void, fraudulent or preferential or otherwise set aside, or by reason of any impairment by Lessor of any right to recourse or collateral; (h) any right to require Lessor to marshall any assets in favor or Gxxxxxxxx; (i) any defense based upon any failure of Lessor to give Lessee or Guarantor notice of any sale or other disposition of any property securing any or all of the indebtedness or any guarantee t hereof, or any defect in any notice that may be given in connection with any sale or other disposition of any such property, or any failure of Lessor to comply with any provision of applicable law in enforcing any security interest in or lien upon any such property, including any failure by Lessor to dispose of any such property in a commercially reasonable manner; (j) any defense based upon or arising out of any bankruptcy, insolvency, reorganization, arrangement, readjustment of debt, liquidation or dissolution proceeding commenced by or against Lessee or any other person, including any discharge of, or bar against collecting, any of the Indebtedness (including any interest thereon), in or as a result of any such processing; and (k) any defense based on any dissolution or termination of, or increase, decrease or change in membership of any guarantor or Lessee which is a partnership.and

Guarantor waives. (a) all presentments, demands for performance, notices of nonperformance, protests, and all other notices, including notices of all of the following: protest, dishonor. Acceptance of this guaranty, any default, partial payment or nonpayment of all or any part of the Indebtedness and the existence, creation or incurring of new or additional Indebtedness; (b) any right to require Lessor to proceed against Lessee or any other person, to proceed against or exhaust any security held from Lessee or any other person for the Indebtedness, to proceed against or exhaust any security held from Guarantor or any other person for this guaranty or to pursue any other remedy in Lessor's power whatsoever; (c) the benefits of any laws which provide that the obligation of guarantor must neither be larger in amount not in other respects more burdensome than that if the principal or which reduce a guarantor's obligation in proportion to the principal obligation; (d) any defense arising by reason of the invalidity, illegality or lack or enforceability of the Indebtedness or based upon any part thereof, or by reason of any incapacity, lack of authority, death, legal disability or other defense of Lessee Borrower or any other personPerson, or by reason of the failure of Lessor to file cessation or enforce a claim against the estate (in administration, bankruptcy or any other proceeding) of Lessee or any other person, by or by reason of the cessation from any cause whatsoever limitation of the liability of Lessee Borrower or any other person Person from any cause other than full payment of all of the Guaranteed Obligations; (b) any defense based upon any lack of capacity of Borrower or any lack of authority of the officers, directors, partners, members, managers, trustees, attorneys in fact or agents acting or purporting to act on behalf of Borrower or any principal of Borrower or any defect in the formation of Borrower or any principal of Borrower (and Lender shall have no obligation to inquire into any of the foregoing); (c) any defense based upon the application by Borrower of the proceeds of the Loan for purposes other than the purposes represented by Borrower to Lender or Guarantor or intended or understood by Lender or Guarantor; (d) all rights and defenses arising out of an election of remedies by Lender, even though that election of remedies, such as a nonjudicial foreclosure with respect to all or any part security for a Guaranteed Obligation, has destroyed Guarantor’s rights of the Indebtedness, or by reason of any act or omission of Lessor or others which directly or indirectly results in the discharge or release of Lessee subrogation and reimbursement against Borrower or any other person or any Indebtedness or any security therefore, whether by operation or law or otherwisePerson; (e) any defense arising because of Lessor's election, in based upon Lender’s failure to disclose to Guarantor any proceeding instituted under information concerning Borrower’s financial condition or any other circumstances bearing on Borrower’s ability to pay the federal Bankruptcy Code, of the application of Section 1111 (b)(2) of the federal Bankruptcy CodeGuaranteed Obligations; (f) any defense based on upon any borrowing statute or grant rule of law providing that the obligation of a security interest under Section 364 surety must be neither larger in amount nor in any other respect more burdensome than that of the federal Bankruptcy Codea principal; (g) any defense arising by reason and all claims for subrogation, reimbursement, indemnification or Lessor's failure to obtain, perfect, continue, maintain or keep in force any security interest in, lien or encumbrance uponcontribution against Borrower, any property, whether as owner thereof general partner of Borrower or any other Person or any collateral or security for the holder of a security interest or lien or encumbrance thereon, being invalidated, avoided, declared void, fraudulent or preferential or otherwise set aside, or by reason of any impairment by Lessor of any right to recourse or collateralGuaranteed Obligations until the Guaranteed Obligations have been indefeasibly paid and satisfied in full; (h) any right to require Lessor to marshall any assets in favor or Gxxxxxxxxacceptance of this Guaranty by Lender; (i) any defense based upon Lender’s election, in any failure of Lessor to give Lessee or Guarantor notice of any sale or other disposition of any property securing any or all proceeding instituted under Title 11 of the indebtedness or United States Code, as amended from time to time and any guarantee t hereof, or any defect in any notice that may be given in connection with any sale or other disposition of any such property, or any failure of Lessor to comply with any provision of applicable law in enforcing any security interest in or lien upon any such property, including any failure by Lessor to dispose of any such property in a commercially reasonable mannersuccessor statute and all rules promulgating thereafter (the “Bankruptcy Code”); (j) any defense based upon or arising out presentment, demand, protest and notice of any bankruptcy, insolvency, reorganization, arrangement, readjustment of debt, liquidation or dissolution proceeding commenced by or against Lessee or any other person, including any discharge of, or bar against collecting, any of the Indebtedness (including any interest thereon), in or as a result of any such processingkind; and (k) the benefit of any defense based on any dissolution statute of limitation affecting the liability of Guarantor under, or termination the enforcement of, this Guaranty. Guarantor agrees any act or increase, decrease or change in membership event that tolls any statute of limitation applicable to the Guaranteed Obligations will similarly operate to toll any guarantor or Lessee which is a partnershipstatute of limitation applicable to Guarantor’s liability under this Guaranty.