Common use of DEFENSES AND WAIVER OF DEFENSES Clause in Contracts

DEFENSES AND WAIVER OF DEFENSES. Notwithstanding anything herein to the contrary, the Guarantor shall have available to itself all defenses, setoffs, and counterclaims that are or would be available to the Transporter; provided, that, the Guarantor hereby expressly waives to the fullest extent permitted by law any defenses, now or in the future, based upon: (a) any change to the name, corporate form, or control of, or ownership interest in, the Transporter; (b) the bankruptcy, reorganization, dissolution, liquidation, insolvency, or other similar proceeding with respect to the Transporter; (c) any change in or amendment to any of the terms of the Guaranteed Agreements or liability of the Transporter to the Beneficiary thereunder; (d) amendment to, increase in, or variation, waiver or release of the Guaranteed Obligations; (e) any failure by the Beneficiary to take or perfect, or fully to take or perfect, any other guarantee, indemnity or security intended to be taken for the Guaranteed Obligations, or any failure by the Beneficiary to file any claim related to the Guaranteed Obligations in the event that the Transporter becomes subject to a bankruptcy, insolvency, reorganization, liquidation or similar proceeding; (f) any failure by the Beneficiary to realise, or fully to realise, the value of, or any release, discharge, exchange or substitution of, any security or guarantee (other than this Guarantee) taken in respect of the Guaranteed Obligations; (g) the granting of any time or other indulgence to the Transporter or any other person, in respect of the Guaranteed Obligations or any arrangement or compromise entered into by the Beneficiary with the Transporter or any other person; (h) any of the obligations of the Guarantor under this Guarantee or of any other person under any other document in respect of the Guaranteed Obligations being or becoming illegal, invalid, unenforceable, impaired or ineffective in any respect; and (i) any other defenses expressly waived by Guarantor in this Guarantee or by Transporter in the Guaranteed Agreements.