Common use of Waivers by Borrower Clause in Contracts

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute of any kind relating in any way to any Loan Documents, Obligations or Collateral; (b) presentment, demand, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may in any way be liable, and hereby ratifies anything Agent may do in this regard; (c) notice prior to taking possession or control of any Collateral; (d) any bond or security that might be required by a court prior to allowing Agent to exercise any rights or remedies; (e) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (g) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders entering into this Agreement and that Agent and Lenders are relying upon the foregoing in their dealings with Borrower. Borrower has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (ai) the right to trial by jury (which Agent and each Lender hereby also waives) in any action, suit, proceeding or dispute counterclaim of any kind relating in any way arising out of or related to any of the Loan Documents, the Obligations or the Collateral; (bii) presentment, demand, protest, demand and protest and notice of presentment, protest, default, non-non payment, maturity, release, compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may in any way be liable, liable and hereby ratifies anything and confirms whatever Agent may do in this regard; (ciii) notice prior to taking possession or control of any Collateral; (d) the Collateral or any bond or security that which might be required by a any court prior to allowing Agent to exercise any rights or of Agent's remedies; (eiv) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (gv) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent Agent's and Lenders Lender's entering into this Agreement and that Agent and Lenders are relying upon the foregoing waivers in their its future dealings with Borrower. Borrower warrants and represents that it has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtCourt.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (ai) the right to trial by jury (which Agent and each Lender hereby also waives) in any action, suit, proceeding or dispute counterclaim of any kind relating in any way arising out of or related to any of the Loan Documents, the Obligations or the Collateral; (bii) presentment, demand, protest, demand and protest and notice of presentment, protest, default, non-payment, maturity, release, compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which Borrower may in any way be liable, liable and hereby ratifies anything Agent and confirms whatever Lender may do in this regard; (ciii) notice prior to taking possession or control of any Collateral; (d) the Collateral or any bond or security that which might be required by a any court prior to allowing Agent Lender to exercise any rights or of Lender's remedies; (eiv) the benefit of all valuation, appraisement and exemption laws; (fv) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in respect of any way relating claim for breach of contract or any other theory of liability arising out of, or the taking of any enforcement action, or related to any Enforcement Actionof the Loan Documents, Obligations, Loan Documents any transaction thereunder or transactions relating theretothe use of the proceeds of any Advances; and (gvi) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender's entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing waivers in their its future dealings with Borrower. Borrower warrants and represents that it has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute of any kind relating in any way to any Loan Documents, Obligations or Collateral; (b) presentment, demand, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may in any way be liable, and hereby ratifies anything Agent may do in this regard; (c) notice prior to taking possession or control of any Collateral; (d) any bond or security that might be required by a court prior to allowing Agent to exercise any rights or remedies; (e) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (g) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders entering into this Agreement and that Agent and Lenders they are relying upon the foregoing in their dealings with Borrower. Borrower has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court.

Waivers by Borrower. To Borrower hereby waives, to the fullest extent permitted by Applicable Law, Borrower waives the same may be waived under applicable law: (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute notice of any kind relating in any way to any Loan Documents, Obligations or Collateralacceptance of this Agreement; (b) presentmentall claims, demand, protest, notice causes of presentment, default, non-payment, maturity, release, compromise, settlement, extension or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may in any way be liableaction, and hereby ratifies anything Agent may do rights of Borrower against Lender on account of actions taken or not taken by Lender in this regardthe exercise of Lender’s rights or remedies hereunder, under the other Loan Documents, or under applicable law; (c) notice prior all claims of Borrower for failure of Lender to taking possession comply with any requirement of applicable law relating to enforcement of Lender’s rights or control of any Collateralremedies hereunder, under the other Loan Documents, or under applicable law; (d) any bond or security that might be required by a court prior all rights of redemption of Borrower with respect to allowing Agent to exercise any rights or remediesthe Collateral; (e) in the benefit event Lender seeks to repossess any or all of all valuationthe Collateral by judicial proceedings, appraisement and exemption lawsany bond(s) or demand(s) for possession that otherwise may be necessary or required; (f) presentment, demand for payment, protest and notice of non-payment and all exemptions; (g) any claim against Agent and all other notices or demands that by applicable law must be given to or made upon Borrower by Lender; (h) settlement, compromise, or release of the obligations of any person primarily or secondarily liable upon any of the Obligations; (i) all rights of Borrower to demand that Lender release account borrowers from further obligation to Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (gj) notice substitution, impairment, exchange, or release of acceptance hereofany Collateral for any of the Obligations. Borrower acknowledges agrees that Lender may exercise any or all of its rights and/or remedies hereunder, under the foregoing waivers are a material inducement other Loan Documents, and under applicable law without resorting to Agent and Lenders entering into without regard to any Collateral or sources of liability with respect to any of the Obligations. Upon termination of this Agreement and that Agent Lender’ security interest hereunder and Lenders are relying upon payment of all Obligations, within sixty days following Borrower’s request to Lender, Lender shall release control of any security interest in the foregoing in their dealings with Borrower. Collateral perfected by control and Lender shall send Borrower has reviewed a statement terminating any financing statement filed against the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtCollateral.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute of any kind relating in any way to any Loan Documents, Obligations or Collateral; (b) presentment, demand, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which Borrower may in any way be liable, and hereby ratifies anything Agent Lender may do in this regard; (c) notice prior to taking possession or control of any Collateral; (d) any bond or security that might be required by a court prior to allowing Agent Lender to exercise any rights or remedies; (e) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (g) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing in their its dealings with Borrower. Borrower has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court.

Waivers by Borrower. To the fullest extent permitted by Applicable Lawapplicable law, Borrower waives (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute of any kind relating in any way to any Loan Documents, Obligations or Collateral; (b) presentment, demand, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which Borrower may in any way be liable, and hereby ratifies anything Agent Lender may do in this regard; (c) notice prior to taking possession or control of any Collateral; (d) any bond or security that might be required by a court prior to allowing Agent Lender to exercise any rights or remedies; (e) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Actionenforcement action, Obligations, Loan Documents or transactions relating thereto; and (g) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing in their its dealings with Borrower. Borrower has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (ai) the right to trial by jury (which Agent and each Lender hereby also waives) in any action, suit, proceeding or dispute counterclaim of any kind relating in any way arising out of or related to any Loan of the Financing Documents, the Obligations or the Collateral; (bii) presentment, demand, protest, demand and protest and notice of presentment, protest, default, non-non payment, maturity, release, compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which Borrower may in any way be liable, liable and hereby ratifies anything Agent and confirms whatever Lender may do in this regard; (ciii) notice prior to taking possession or control of any Collateral; (d) the Collateral or any bond or security that which might be required by a any court prior to allowing Agent Lender to exercise any rights or of Lender's remedies; (eiv) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (gv) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender's entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing waivers in their its future dealings with Borrower. Borrower warrants and represents that it has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtcourt in which such litigation is brought.

Waivers by Borrower. To Borrower hereby waives, to the fullest extent permitted by Applicable Law, Borrower waives the same may be waived under applicable law: (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute notice of any kind relating in any way to any Loan Documents, Obligations or Collateralacceptance of this Agreement; (b) presentmentall claims, demandcauses of action and rights of Borrower against Lender on account of actions taken or not taken by Lender in the exercise of Lender's rights or remedies hereunder, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension under the Loan Documents or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may in any way be liable, and hereby ratifies anything Agent may do in this regardunder applicable law; (c) notice prior all claims of Borrower for failure of Lender to taking possession comply with any requirement of applicable law relating to enforcement of Lender's rights or control of any Collateralremedies hereunder, under the Loan Documents or under applicable law; (d) any bond or security that might be required by a court prior all rights of redemption of Borrower with respect to allowing Agent to exercise any rights or remediesthe Collateral; (e) in the benefit event Lender seeks to repossess any or all of all valuationthe Collateral by judicial proceedings, appraisement and exemption lawsany bond(s) or demand(s) for possession which otherwise may be necessary or required; (f) presentment, demand for payment, protest and notice of non-payment and all exemptions; (g) any claim against Agent and all other notices or demands which by applicable law must be given to or made upon Borrower by Lender; (h) settlement, compromise or release of the obligations of any person primarily or secondarily liable upon any of the Obligations; (i) trial by jury in any action or proceeding of any kind or nature in connection with any of the Obligations, this Agreement or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, the Loan Documents or transactions relating theretoDocuments; and (gj) notice substitution, impairment, exchange or release of acceptance hereofany Collateral for any of the Obligations. Borrower acknowledges agrees that Lender may exercise any or all of its rights and/or remedies hereunder, under the foregoing waivers are a material inducement Loan Documents and under applicable law without resorting to Agent and Lenders entering into without regard to any Collateral or sources of liability with respect to any of the Obligations. Upon termination of this Agreement and that Agent Lender's security interest hereunder and Lenders are relying upon payment of all Obligations, within 45 days following Borrower's request to Lender, Lender shall release control of any security interest in the foregoing in their dealings with Borrower. Collateral perfected by control and Lender shall send Borrower has reviewed a statement terminating any financing statement filed against the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtCollateral.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (ai) the right to trial by jury (which Agent and each Lender hereby also waives) in any action, suit, proceeding or dispute counterclaim of any kind relating in any way arising out of or related to any of the Loan Documents, the Obligations or the Collateral; (bii) presentment, demand, protest, demand and protest and notice of presentment, protest, default, non-non payment, maturity, release, compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which Borrower may in any way be liable, liable and hereby ratifies anything Agent and confirms whatever Lender may do in this regard; (ciii) notice prior to taking possession or control of any Collateral; (d) the Collateral or any bond or security that which might be required by a any court prior to allowing Agent Lender to exercise any rights or of Lender's remedies; (eiv) the benefit of all valuation, appraisement and exemption laws; (fv) any claim against Agent or any Lender, Lender on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, any way relating to of the Loan Documents, any Enforcement Action, Obligations, Loan Documents transaction thereunder or transactions relating theretothe use of the proceeds of the Term Loan; and (gvi) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender's entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing waivers in their its future dealings with Borrower. Borrower warrants and represents that it has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtCourt.

Waivers by Borrower. To Borrower hereby waives, to the fullest extent permitted by Applicable Law, Borrower waives the same may be waived under applicable law: (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute notice of any kind relating in any way to any Loan Documents, Obligations or Collateralacceptance of this Agreement; (b) presentmentall claims, demandcauses of action and rights of Borrower against Lender on account of actions taken or not taken by Lender in the exercise of Lender’s rights or remedies hereunder, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension under the Loan Documents or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may in any way be liable, and hereby ratifies anything Agent may do in this regardunder applicable law; (c) notice prior all claims of Borrower for failure of Lender to taking possession comply with any requirement of applicable law relating to enforcement of Lender’s rights or control of any Collateralremedies hereunder, under the Loan Documents or under applicable law; (d) any bond or security that might be required by a court prior all rights of redemption of Borrower with respect to allowing Agent to exercise any rights or remediesthe Collateral; (e) in the benefit event Lender seeks to repossess any or all of all valuationthe Collateral by judicial proceedings, appraisement and exemption lawsany bond(s) or demand(s) for possession which otherwise may be necessary or required; (f) presentment, demand for payment, protest and notice of non-payment and all exemptions; (g) any claim against Agent and all other notices or demands which by applicable law must be given to or made upon Borrower by Lender; (h) settlement, compromise or release of the obligations of any person primarily or secondarily liable upon any of the Obligations; (i) trial by jury in any action or proceeding of any kind or nature in connection with any of the Obligations, this Agreement or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, the Loan Documents or transactions relating theretoDocuments; and (gj) notice substitution, impairment, exchange or release of acceptance hereofany Collateral for any of the Obligations. Borrower acknowledges agrees that Lender may exercise any or all of its rights and/or remedies hereunder, under the foregoing waivers are a material inducement Loan Documents and under applicable law without resorting to Agent and Lenders entering into without regard to any Collateral or sources of liability with respect to any of the Obligations. Upon termination of this Agreement and that Agent Lender’s security interest hereunder and Lenders are relying upon payment of all Obligations, within 60 days following Borrower’s request to Lender, Lender shall release control of any security interest in the foregoing in their dealings with Borrower. Collateral perfected by control and Lender shall send Borrower has reviewed a statement terminating any financing statement filed against the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtCollateral.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute of any kind relating in any way to any Loan Documents, Obligations or Collateral; (b) presentment, demand, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which the Borrower may in any way be liable, and hereby ratifies anything Agent Lender may do in this regard; (c) notice prior to taking possession or control of any Collateral; (d) any bond or security that might be required by a court prior to allowing Agent Lender to exercise any rights or remedies; (e) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (g) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing in their its dealings with Borrower. Borrower has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (ai) the right to trial by jury (which Agent and each Lender hereby also waives) in any action, suit, proceeding or dispute counterclaim of any kind relating in any way arising out of or related to any of the Loan Documents, the Obligations or the Collateral; (bii) presentment, demand, protest, demand and protest and notice of presentment, protest, default, non-payment, maturity, release, compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which Borrower may in any way be liable, liable and hereby ratifies anything Agent and confirms whatever Lender may do in this regard; (ciii) notice prior to taking possession or control of any Collateral; (d) the Collateral or any bond or security that which might be required by a any court prior to allowing Agent Lender to exercise any rights or of Lender’s remedies; (eiv) the benefit of all valuation, appraisement and exemption laws; (fv) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in respect of any way relating claim for breach of contract or any other theory of liability arising out of, or the taking of any enforcement action, or related to any Enforcement Actionof the Loan Documents, Obligations, Loan Documents any transaction thereunder or transactions relating theretothe use of the proceeds of any Advances; and (gvi) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender’s entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing waivers in their its future dealings with Borrower. Borrower warrants and represents that it has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (ai) the right to trial by jury (which Agent and each Lender hereby also waives) in any action, suit, proceeding or dispute counterclaim of any kind relating in any way arising out of or related to any Loan of the DIP Financing Documents, the Obligations or the Collateral; (bii) presentment, demand, protest, demand and protest and notice of presentment, protest, default, non-non payment, maturity, release, compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which Borrower may in any way be liable, liable and hereby ratifies anything Agent and confirms whatever Lender may do in this regard; (ciii) notice prior to taking possession or control of any Collateral; (d) the Collateral or any bond or security that which might be required by a any court prior to allowing Agent Lender to exercise any rights or of Lender’s remedies; (eiv) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (gv) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender’s entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing waivers in their its future dealings with Borrower. Borrower warrants and represents that it has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court.court in which such litigation is brought. *Signatures on Following Page*

Waivers by Borrower. To the fullest extent permitted by Applicable ------------------- Law, Borrower waives (ai) the right to trial by jury (which Agent and each Lender hereby also waives) in any action, suit, proceeding or dispute counterclaim of any kind relating in any way arising out of or related to any Loan of the DIP Financing Documents, the Obligations or the Collateral; (bii) presentment, demand, protest, demand and protest and notice of presentment, protest, default, non-non payment, maturity, release, compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may in any way be liable, liable and hereby ratifies anything and confirms whatever Agent may do in this regard; (ciii) notice prior to taking possession or control of any Collateral; (d) the Collateral or any bond or security that which might be required by a any court prior to allowing Agent to exercise any rights or of Agent's remedies; (eiv) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (gv) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent Agent's and Lenders Lender's entering into this Agreement and that Agent and Lenders are relying upon the foregoing waivers in their its future dealings with Borrower. Borrower warrants and represents that it has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtcourt in which such litigation is brought.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (ai) the right to trial by jury (which Agent and each Lender hereby also waives) in any action, suit, proceeding or dispute counterclaim of any kind relating in any way arising out of or related to any of the Loan Documents, the Obligations or the Collateral; (bii) presentment, demand, protest, demand and protest and notice of presentment, protest, default, non-non payment, maturity, release, compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which Borrower may in any way be liable, liable and hereby ratifies anything Agent and confirms whatever Lender may do in this regard; (ciii) notice prior to taking possession or control of any Collateral; (d) the Collateral or any bond or security that which might be required by a court any Court prior to allowing Agent Lender to exercise any rights or of Lender's remedies; (eiv) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (gv) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender's entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing waivers in their its future dealings with Borrower. Borrower warrants and represents that it has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtCourt.

Waivers by Borrower. Borrower waives notice of the creation, advance, increase, existence, extension, or renewal of, or of any indulgence with respect to, the Secured Obligations; waives presentment, demand, notice of dishonor, and protest; and waives notice of the amount of the Secured Obligations outstanding at any time. Borrower waives (a) any claim that, as to any part of the Collateral, a public sale, should Secured Party elect so to proceed, is, in and of itself, not a commercially reasonable method of sale for such Collateral, (b) except as otherwise provided in this Agreement, TO THE EXTENT PERMITTED BY APPLICABLE LAW, NOTICE OR JUDICIAL HEARING IN CONNECTION WITH SECURED PARTY'S DISPOSITION OF ANY OF THE COLLATERAL INCLUDING ANY AND ALL PRIOR NOTICE AND HEARING FOR ANY PREJUDGMENT REMEDY OR REMEDIES AND ANY SUCH RIGHT THAT BORROWER WOULD OTHERWISE HAVE UNDER THE CONSTITUTION OR ANY STATUTE OF THE UNITED STATES OR OF ANY STATE, AND ALL OTHER REQUIREMENTS AS TO THE TIME, PLACE AND TERMS OF SALE OR OTHER REQUIREMENTS WITH RESPECT TO THE ENFORCEMENT OF SECURED PARTY’S RIGHTS HEREUNDER and (c) all rights of redemption, appraisal or valuation. To the fullest maximum extent permitted by Applicable Law, Borrower waives (a) all claims, damages, and demands against Secured Party, its Affiliates, agents, and the right to trial by jury (which Agent officers and each Lender hereby also waives) in any proceeding or dispute employees of any kind relating in any way to any Loan Documentsof them arising out of the repossession, Obligations retention, or Collateral; (b) presentment, demand, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension or renewal sale of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may Collateral except such as are determined in any way be liable, and hereby ratifies anything Agent may do in this regard; (c) notice prior to taking possession or control of any Collateral; (d) any bond or security that might be required a final judgment by a court prior of competent jurisdiction to allowing Agent to exercise have arisen solely out of the gross negligence or willful misconduct of any rights or remedies; (e) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (g) notice of acceptance hereofsuch Person. Borrower acknowledges agrees that five days' prior notice by Secured Party to Borrower of the foregoing waivers are time and place of any public sale or of the time after which a material inducement to Agent and Lenders entering into this Agreement and that Agent and Lenders are relying upon the foregoing in their dealings with Borrower. Borrower has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event private sale may take place is reasonable notification of litigation, this Agreement may be filed as a written consent to a trial by the courtsuch matters.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (a) the right to trial by jury (which Agent Agent, Issuing Bank and each Lender hereby also waiveswaive) in any proceeding or dispute of any kind relating in any way to any Loan Documents, Obligations or Collateral; (b) presentment, demand, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may in any way be liable, and hereby ratifies anything Agent may do in this regard; (c) notice prior to taking possession or control of any Collateral; (d) any bond or security that might be required by a court prior to allowing Agent to exercise any rights or remedies; (e) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent Agent, Issuing Bank or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (g) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent Agent, Issuing Bank and Lenders entering into this Agreement and that Agent and Lenders they are relying upon the foregoing in their dealings with Borrower. Borrower has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the court.

Waivers by Borrower. To the fullest extent permitted by Applicable Law, Borrower waives (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any action, suit, proceeding or dispute counterclaim of any kind relating in any way arising out of or related to any Loan of the Financing Documents, Obligations the Obligations, the Collateral or Collateralthis Agreement; (b) presentment, demand, protest, demand and protest and notice of presentment, protest, default, non-non payment, maturity, release, compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties at any time held by Agent Lender on which Borrower may in any way be liable, liable and hereby ratifies anything Agent and confirms whatever Lender may do in this regard; (c) except as provided in the Financing Orders, notice prior to taking possession or control of any Collateral; (d) the Collateral or any bond or security that which might be required by a any court prior to allowing Agent Lender to exercise any rights or of Lender’s remedies; (ed) the benefit of all valuation, appraisement and exemption laws; (f) any claim against Agent or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, Loan Documents or transactions relating thereto; and (ge) notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to Agent and Lenders Lender’s entering into this Agreement and that Agent and Lenders are Lender is relying upon the foregoing waivers in their its future dealings with Borrower. Borrower warrants and represents that it has reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtcourt in which such litigation is brought.

Waivers by Borrower. To Borrower hereby waives, to the fullest extent permitted by Applicable Law, Borrower waives the same may be waived under applicable law: (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute notice of any kind relating in any way to any Loan Documents, Obligations or Collateralacceptance of this Agreement; (b) presentmentall claims, demandcauses of action and rights of Borrower against Lender on account of actions taken or not taken by Lender in the exercise of Lender’s rights or remedies hereunder, protest, notice of presentment, default, non-payment, maturity, release, compromise, settlement, extension under the Loan Documents or renewal of any commercial paper, accounts, documents, instruments, chattel paper and guaranties at any time held by Agent on which Borrower may in any way be liable, and hereby ratifies anything Agent may do in this regardunder applicable law; (c) notice prior all claims of Borrower for failure of Lender to taking possession comply with any requirement of applicable law relating to enforcement of Lender’s rights or control of any Collateralremedies hereunder, under the Loan Documents or under applicable law; (d) any bond or security that might be required by a court prior all rights of redemption of Borrower with respect to allowing Agent to exercise any rights or remediesthe Collateral; (e) in the benefit event Lender seeks to repossess any or all of all valuationthe Collateral by judicial proceedings, appraisement and exemption lawsany bond(s) or demand(s) for possession which otherwise may be necessary or required; (f) presentment, demand for payment, protest and notice of non-payment and all exemptions; (g) any claim against Agent and all other notices or demands which by applicable law must be given to or made upon Borrower by Lender; (h) settlement, compromise or release of the obligations of any person primarily or secondarily liable upon any of the Obligations; (i) trial by jury in any action or proceeding of any kind or nature in connection with any of the Obligations, this Agreement or any Lender, on any theory of liability, for special, indirect, consequential, exemplary or punitive damages (as opposed to direct or actual damages) in any way relating to any Enforcement Action, Obligations, the Loan Documents or transactions relating theretoDocuments; and (gj) notice substitution, impairment, exchange or release of acceptance hereofany Collateral for any of the Obligations. Borrower acknowledges agrees that Lender may exercise any or all of its rights and/or remedies hereunder, under the foregoing waivers are a material inducement Loan Documents and under applicable law without resorting to Agent and Lenders entering into without regard to any Collateral or sources of liability with respect to any of the Obligations. Upon satisfaction of Borrower’s Obligations and termination of this Agreement and that Agent Lender’s security interest hereunder and Lenders are relying upon payment of all Obligations, within five (5) business days following Borrower’s written request to Lender, Lender shall release control of any security interest in the foregoing in their dealings with Borrower. Collateral perfected by control and Lender shall send Borrower has reviewed a statement terminating any financing statement filed against the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be filed as a written consent to a trial by the courtCollateral.