Common use of Continuing Enforcement Clause in Contracts

Continuing Enforcement. If, after receipt of any payment of all or any part of this Note, Payee is compelled or reasonably agrees, for settlement purposes, to surrender such payment to any person or entity upon reasonably determining that such payment is void or voidable as a preference or fraudulent conveyance, an impermissible setoff, or a diversion of trust funds, then this Note shall continue in full force and effect or be reinstated, as the case may be, and Maker shall be liable for, and shall indemnify, defend and hold harmless Payee with respect to the full amount so surrendered. The provisions of this Section shall survive the cancellation or termination of this Note and shall remain effective notwithstanding the payment of the obligations evidenced hereby, the release of any security interest, lien or encumbrance securing this Note or any other action which Payee may have taken in reliance upon its receipt of such payment. Any cancellation, release or other such action shall be deemed to have been conditioned upon any payment of the obligations evidenced hereby having become final and irrevocable.

Continuing Enforcement. If, after receipt of any payment of all or any part of this Note, Payee Lender is compelled or reasonably agrees, for settlement purposes, to surrender such payment to any person or entity upon reasonably determining for any reason (including, without limitation, a determination that such payment is void or voidable as a preference or fraudulent conveyance, an impermissible setoff, or a diversion of trust funds), then this Note and the other Loan Documents shall continue in full force and effect or be reinstated, as the case may be, and Maker Borrower shall be liable for, and shall indemnify, defend and hold harmless Payee Lender with respect to to, the full amount so surrendered. The provisions of this Section shall survive the cancellation cancellation, modification or termination of this Note and shall remain effective notwithstanding the modification or payment of the obligations evidenced hereby, the release of any security interest, lien or encumbrance securing this Note or any other action which Payee Lender may have taken in reliance upon its receipt of such payment. Any cancellation, release or other such action shall be deemed to have been conditioned upon any payment of the obligations evidenced hereby having become final and irrevocable.

Continuing Enforcement. If, after receipt of any payment of all or ----------------------- any part of this Note, Payee the Holder is compelled or reasonably agrees, for settlement purposes, to surrender such payment to any person or entity upon reasonably determining for any reason (including, without limitation, a determination that such payment is void or voidable avoidable as a preference or fraudulent conveyance, an impermissible setoff, or a diversion of trust funds), then this Note and the other Loan Documents shall continue in full force and effect or be reinstated, as the case may be, and the Maker shall be liable for, and shall indemnify, defend and hold harmless Payee the Holder with respect to to, the full amount so surrendered. The provisions of this Section shall survive the cancellation or termination of this Note and shall remain effective notwithstanding the payment of the obligations evidenced hereby, the release of any security interest, lien or encumbrance securing this Note or any other action which Payee with the Holder may have taken in reliance upon its receipt of such payment. Any cancellation, release or other such action shall be deemed to have been conditioned upon any payment of the obligations evidenced hereby having become final and irrevocable.