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Common use of Guarantor waives Clause in Contracts

Guarantor waives. (1) any defense based upon any legal disability or other defense of Borrower, or by reason of the cessation or limitation of the liability of Borrower from any cause (other than full payment of all Obligations), including, but not limited to, failure of consideration, breach of warranty, statute of frauds, statute of limitations, accord and satisfaction, and usury; (2) any defense based upon any legal disability or other defense of any other guarantor or other Person; (3) any defense based upon any lack of authority of the officers, directors, partners 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; (4) 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 intended or understood by Lender or Guarantor; (5) any defense based on Guarantor's rights, under statute or otherwise, to require Lender to xxx Borrower or otherwise to exhaust its rights and remedies against Borrower or any other Person or against any collateral before seeking to enforce this Guaranty; (6) any defense based on Lender's failure at any time to require strict performance by Borrower of any provision of the Loan Documents or by Guarantor of this Guaranty. No such failure waives, alters or diminishes any right of Lender thereafter to demand strict compliance and performance therewith. Nothing contained herein prevents Lender from foreclosing on the Lien of any deed of trust, mortgage or other security agreement, or exercising any rights available to Lender thereunder, and the exercise of any such rights does not constitute a legal or equitable discharge of Guarantor; (7) any defense arising from any act or omission of Lender which changes the scope of Guarantor's risks hereunder; (8) any defense based upon Lender's election of any remedy against Guarantor or Borrower or both; or any defense based on the order in which Lender enforces its remedies; (9) any defense based on (A) Lender's surrender, release, exchange, substitution, dealing with or taking any additional collateral, (B) Lender's abstaining from taking advantage of or realizing upon any Lien or other guaranty, and (C) any impairment of collateral securing the Obligations, including, but not limited to, Lender's failure to perfect, or maintain the perfection or priority of, a Lien in such collateral; (10) any defense based upon Lender's failure to disclose to Guarantor any information concerning Borrower's financial condition or any other circumstances bearing on Borrower's ability to pay the Obligations; (11) any defense based upon any statute or rule of law which provides that the obligation of a surety must be neither larger in amount nor in any other respects more burdensome than that of a principal; (12) any defense based upon Lender's election, in any proceeding instituted under the Bankruptcy Code, of the application of Section 1111(b)(2) of the Bankruptcy Code or any successor statute; (13) any defense based upon any borrowing or any grant of a Lien under Section 364 of the Bankruptcy Code; (14) any defense based on Lender's failure to be diligent or to act in a commercially reasonable manner, or to satisfy any other standard imposed on a secured party, in exercising rights with respect to collateral securing the Obligations; (15) notice of acceptance hereof; notice of the existence, creation or acquisition of any Obligation; notice of any Event of Default; notice of the amount of the Obligations outstanding from time to time; notice of any other fact which might increase Guarantor's risk; diligence; presentment; demand of payment; protest; filing of claims with a court in the event of Borrower's receivership or bankruptcy and all other notices and demands to which Guarantor might otherwise be entitled (and the same do not have to be made on Borrower as a condition precedent to Guarantor's obligations hereunder); (16) any defense based on errors and omissions by Lender in connection with the administration of the Loan; (17) any defense based on application of fraudulent conveyance or transfer law or shareholder distribution law to any of the Obligations or the security therefor; (18) any defense based on Lender's failure to seek relief from stay or adequate protection in Borrower's bankruptcy proceeding or any other act or omission by Lender which impairs Guarantor's prospective subrogation rights; (19) any defense based on legal prohibition of Lender's acceleration of the maturity of the Obligations during the occurrence of an Event of Default or any other legal prohibition on enforcement of any other right or remedy of Lender with respect to the Obligations and the security therefor; and (20) the benefit of any statute of limitations affecting the liability of Guarantor hereunder or the enforcement hereof.

Appears in 1 contract

Samples: Unconditional Continuing Guaranty (U S Diagnostic Inc)

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Guarantor waives. 9.1.1 ANY AND ALL SURETYSHIP DEFENSES, WHETHER ARISING IN EQUITY, BY CONTRACT, STATUTE OR BY OPERATION OF LAW. 9.1.2 Notice of (1a) any adverse change in the financial condition of any Debtor, (b) any default in the performance of the Guaranteed Obligations; and (c) any other notice to which Guarantor might be entitled. 9.1.3 Any defense based upon or claim arising out of (a) the release of any legal collateral securing the Guaranteed Obligations or (b) any fact that may increase Guarantor’s risk hereunder. 9.1.4 Any claim of usury. 9.1.5 Any other defense arising by reason of any disability or other defense of Borrower, or by reason of the cessation or limitation of the liability of Borrower from any cause (other than full payment the defense that the Guaranteed Obligations have been fully paid) of all Obligations), including, but not limited to, failure of consideration, breach of warranty, statute of frauds, statute of limitations, accord and satisfaction, and usury; (2) any defense based upon any legal disability or other defense of any other guarantor or other Person; (3) any defense based upon any lack of authority of the officers, directors, partners 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; (4) 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 intended or understood by Lender or Guarantor; (5) any defense based on Guarantor's rights, under statute or otherwise, to require Lender to xxx Borrower or otherwise to exhaust its rights and remedies against Borrower or any other Person or against any collateral before seeking to enforce this Guaranty; (6) any defense based on Lender's failure at any time to require strict performance by Borrower of any provision of the Loan Documents or by Guarantor of this Guaranty. No such failure waives, alters or diminishes any right of Lender thereafter to demand strict compliance and performance therewith. Nothing contained herein prevents Lender from foreclosing on the Lien of any deed of trust, mortgage or other security agreement, or exercising any rights available to Lender thereunder, and the exercise of any such rights does not constitute a legal or equitable discharge of Guarantor; (7) Debtor including any defense arising from any act or omission statute of Lender which changes the scope of Guarantor's risks hereunder;limitations. (8) any defense based upon Lender's election of any remedy against Guarantor or Borrower or both; or any 9.1.6 Any defense based on the order in invalidity, irregularity, or unenforceability of all or any part of the Guaranteed Obligations or any other circumstance which Lender enforces its remedies;might constitute a defense of a guarantor. (9) any 9.1.7 Any claim or defense based on (Aa) Lender's surrenderthe validity, releaselegality, exchange, substitution, dealing with or taking any additional collateralenforceability in whole or in part of the Guaranteed Obligations, (B) Lender's abstaining from taking advantage of or realizing upon any Lien or other guaranty, and (Cb) any impairment of collateral securing the assignment, amendment, transfer, modification, renewal, waiver, compromise, addition or supplement relating to Guaranteed Obligations, including, but not limited to, Lender's failure to perfect, or maintain the perfection or priority of, a Lien in such collateral; (10c) any setoff, counterclaim or any circumstances which might constitute a defense based upon Lender's failure or discharge of Guarantor. 9.1.8 Any lack of power or authority of Debtor. 9.1.9 Any defense to disclose to Guarantor any information concerning Borrower's financial condition payment hereunder resulting from Creditor’s releasing the Debtor or any other circumstances bearing on Borrower's ability obligor owing the Guaranteed Obligations from their obligation to pay the Guaranteed Obligations;, as well as Creditor’s failure to give Guarantor notice thereof. (11) any defense based upon any statute or rule 9.1.10 All Guarantor’s rights of law which provides that the obligation of a surety must be neither larger in amount nor in reimbursement, indemnification, and contribution and any other respects more burdensome than rights and defenses that are or may become available to Guarantor. 9.1.11 All rights and defenses arising out of an election of remedies, such as a principal; (12) any defense based upon Lender's election, in any proceeding instituted under the Bankruptcy Code, of the application of Section 1111(b)(2) of the Bankruptcy Code or any successor statute; (13) any defense based upon any borrowing or any grant of a Lien under Section 364 of the Bankruptcy Code; (14) any defense based on Lender's failure to be diligent or to act in a commercially reasonable manner, or to satisfy any other standard imposed on a secured party, in exercising rights nonjudicial foreclosure with respect to collateral securing security for a guaranteed obligation, has destroyed Guarantor’s rights of subrogation and reimbursement against the Obligations; (15) notice of acceptance hereof; notice of the existence, creation or acquisition of any Obligation; notice of any Event of Default; notice of the amount of the Obligations outstanding from time to time; notice of any other fact which might increase Guarantor's risk; diligence; presentment; demand of payment; protest; filing of claims with a court in the event of Borrower's receivership or bankruptcy and all other notices and demands to which Guarantor might otherwise be entitled (and the same do not have to be made on Borrower as a condition precedent to Guarantor's obligations hereunder); (16) any defense based on errors and omissions by Lender in connection with the administration of the Loan; (17) any defense based on application of fraudulent conveyance or transfer law or shareholder distribution law to any of the Obligations or the security therefor; (18) any defense based on Lender's failure to seek relief from stay or adequate protection in Borrower's bankruptcy proceeding or any other act or omission by Lender which impairs Guarantor's prospective subrogation rights; (19) any defense based on legal prohibition of Lender's acceleration of the maturity of the Obligations during the occurrence of an Event of Default or any other legal prohibition on enforcement of any other right or remedy of Lender with respect to the Obligations and the security therefor; and (20) the benefit of any statute of limitations affecting the liability of Guarantor hereunder or the enforcement hereofDebtor.

Appears in 1 contract

Samples: Guaranty and Security Agreement (Cardiff Lexington Corp)

Guarantor waives. 9.1.1 ANY AND ALL SURETYSHIP DEFENSES, WHETHER ARISING IN EQUITY, BY CONTRACT, STATUTE OR BY OPERATION OF LAW. 9.1.2 Notice of (1a) any adverse change in the financial condition of any Debtor, (b) any default in the performance of the Guaranteed Obligations; and (c) any other notice to which Guarantor might be entitled. 9.1.3 Any defense based upon or claim arising out of (a) the release of any legal collateral securing the Guaranteed Obligations or (b) any fact that may increase Guarantor's risk hereunder. 9.1.4 Any claim of usury. 9.1.5 Any other defense arising by reason of any disability or other defense of Borrower, or by reason of the cessation or limitation of the liability of Borrower from any cause (other than full payment the defense that the Guaranteed Obligations have been fully paid) of all Obligations), including, but not limited to, failure of consideration, breach of warranty, statute of frauds, statute of limitations, accord and satisfaction, and usury; (2) any defense based upon any legal disability or other defense of any other guarantor or other Person; (3) any defense based upon any lack of authority of the officers, directors, partners 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; (4) 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 intended or understood by Lender or Guarantor; (5) any defense based on Guarantor's rights, under statute or otherwise, to require Lender to xxx Borrower or otherwise to exhaust its rights and remedies against Borrower or any other Person or against any collateral before seeking to enforce this Guaranty; (6) any defense based on Lender's failure at any time to require strict performance by Borrower of any provision of the Loan Documents or by Guarantor of this Guaranty. No such failure waives, alters or diminishes any right of Lender thereafter to demand strict compliance and performance therewith. Nothing contained herein prevents Lender from foreclosing on the Lien of any deed of trust, mortgage or other security agreement, or exercising any rights available to Lender thereunder, and the exercise of any such rights does not constitute a legal or equitable discharge of Guarantor; (7) Debtor including any defense arising from any act or omission statute of Lender which changes the scope of Guarantor's risks hereunder;limitations. (8) any defense based upon Lender's election of any remedy against Guarantor or Borrower or both; or any 9.1.6 Any defense based on the order in invalidity, irregularity, or unenforceability of all or any part of the Guaranteed Obligations or any other circumstance which Lender enforces its remedies;might constitute a defense of a guarantor. (9) any 9.1.7 Any claim or defense based on (Aa) Lender's surrenderthe validity, releaselegality, exchange, substitution, dealing with or taking any additional collateralenforceability in whole or in part of the Guaranteed Obligations, (B) Lender's abstaining from taking advantage of or realizing upon any Lien or other guaranty, and (Cb) any impairment of collateral securing the assignment, amendment, transfer, modification, renewal, waiver, compromise, addition or supplement relating to Guaranteed Obligations, including(c) any setoff, but not limited tocounterclaim or any circumstances which might constitute a defense or discharge of Guarantor. 9.1.8 Any lack of power or authority of Debtor. 9.1.9 Any defense to payment hereunder resulting from Creditor's releasing the Debtor or any other obligor owing the Guaranteed Obligations from their obligation to pay the Guaranteed Obligations, Lenderas well as Creditor's failure to perfectgive Guarantor notice thereof. 9.1.10 All Guarantor's rights of reimbursement, or maintain the perfection or priority ofindemnification, a Lien in such collateral; (10) any defense based upon Lender's failure to disclose to Guarantor any information concerning Borrower's financial condition or and contribution and any other circumstances bearing on Borrower's ability rights and defenses that are or may become available to pay the Obligations;Guarantor. (11) any defense based upon any statute or rule 9.1.11 All rights and defenses arising out of law which provides that the obligation an election of remedies, such as a surety must be neither larger in amount nor in any other respects more burdensome than that of a principal; (12) any defense based upon Lender's election, in any proceeding instituted under the Bankruptcy Code, of the application of Section 1111(b)(2) of the Bankruptcy Code or any successor statute; (13) any defense based upon any borrowing or any grant of a Lien under Section 364 of the Bankruptcy Code; (14) any defense based on Lender's failure to be diligent or to act in a commercially reasonable manner, or to satisfy any other standard imposed on a secured party, in exercising rights nonjudicial foreclosure with respect to collateral securing the Obligations; (15) notice of acceptance hereof; notice of the existencesecurity for a guaranteed obligation, creation or acquisition of any Obligation; notice of any Event of Default; notice of the amount of the Obligations outstanding from time to time; notice of any other fact which might increase has destroyed Guarantor's risk; diligence; presentment; demand rights of payment; protest; filing of claims with a court in subrogation and reimbursement against the event of Borrower's receivership or bankruptcy and all other notices and demands to which Guarantor might otherwise be entitled (and the same do not have to be made on Borrower as a condition precedent to Guarantor's obligations hereunder); (16) any defense based on errors and omissions by Lender in connection with the administration of the Loan; (17) any defense based on application of fraudulent conveyance or transfer law or shareholder distribution law to any of the Obligations or the security therefor; (18) any defense based on Lender's failure to seek relief from stay or adequate protection in Borrower's bankruptcy proceeding or any other act or omission by Lender which impairs Guarantor's prospective subrogation rights; (19) any defense based on legal prohibition of Lender's acceleration of the maturity of the Obligations during the occurrence of an Event of Default or any other legal prohibition on enforcement of any other right or remedy of Lender with respect to the Obligations and the security therefor; and (20) the benefit of any statute of limitations affecting the liability of Guarantor hereunder or the enforcement hereofDebtor.

Appears in 1 contract

Samples: Guaranty and Security Agreement (Cardiff Lexington Corp)

Guarantor waives. 7.1.1 ANY AND ALL SURETYSHIP DEFENSES, WHETHER ARISING IN EQUITY, BY CONTRACT, STATUTE OR BY OPERATION OF LAW. 7.1.2 Notice of (1a) any adverse change in the financial condition of any Debtor, (b) any default in the performance of the Guaranteed Obligations; and (c) any other notice to which Guarantor might be entitled. 7.1.3 Any defense based upon or claim arising out of (a) the release of any legal collateral securing the Guaranteed Obligations or (b) any fact that may increase Guarantor’s risk hereunder. 7.1.4 Any claim of usury. 7.1.5 Any other defense arising by reason of any disability or other defense of Borrower, or by reason of the cessation or limitation of the liability of Borrower from any cause (other than full payment the defense that the Guaranteed Obligations have been fully paid) of all Obligations), including, but not limited to, failure of consideration, breach of warranty, statute of frauds, statute of limitations, accord and satisfaction, and usury; (2) any defense based upon any legal disability or other defense of any other guarantor or other Person; (3) any defense based upon any lack of authority of the officers, directors, partners 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; (4) 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 intended or understood by Lender or Guarantor; (5) any defense based on Guarantor's rights, under statute or otherwise, to require Lender to xxx Borrower or otherwise to exhaust its rights and remedies against Borrower or any other Person or against any collateral before seeking to enforce this Guaranty; (6) any defense based on Lender's failure at any time to require strict performance by Borrower of any provision of the Loan Documents or by Guarantor of this Guaranty. No such failure waives, alters or diminishes any right of Lender thereafter to demand strict compliance and performance therewith. Nothing contained herein prevents Lender from foreclosing on the Lien of any deed of trust, mortgage or other security agreement, or exercising any rights available to Lender thereunder, and the exercise of any such rights does not constitute a legal or equitable discharge of Guarantor; (7) Debtor including any defense arising from any act or omission statute of Lender which changes the scope of Guarantor's risks hereunder;limitations. (8) any defense based upon Lender's election of any remedy against Guarantor or Borrower or both; or any 7.1.6 Any defense based on the order in invalidity, irregularity, or unenforceability of all or any part of the Guaranteed Obligations or any other circumstance which Lender enforces its remedies;might constitute a defense of a guarantor. (9) any 7.1.7 Any claim or defense based on (Aa) Lender's surrenderthe validity, release, exchange, substitution, dealing with legality or taking any additional collateralenforceability in whole or in part of the Guaranteed Obligations, (B) Lender's abstaining from taking advantage of or realizing upon any Lien or other guaranty, and (Cb) any impairment of collateral securing the assignment, amendment, transfer, modification, renewal, waiver, compromise, addition or supplement relating to Guaranteed Obligations, including, but not limited to, Lender's failure to perfect, or maintain the perfection or priority of, a Lien in such collateral; (10c) any setoff, counterclaim or any circumstances which might constitute a defense based upon Lender's failure or discharge of Guarantor. 7.1.8 Any lack of power or authority of Debtor. 7.1.9 Any defense to disclose to Guarantor any information concerning Borrower's financial condition payment hereunder resulting from Creditor’s releasing the Debtor or any other circumstances bearing on Borrower's ability obligor owing the Guaranteed Obligations from their obligation to pay the Guaranteed Obligations;, as well as Creditor’s failure to give Guarantor notice thereof. (11) any defense based upon any statute or rule 7.1.10 All Guarantor’s rights of law which provides that the obligation of a surety must be neither larger in amount nor in reimbursement, indemnification, and contribution and any other respects more burdensome than rights and defenses that are or may become available to Guarantor. 7.1.11 All rights and defenses arising out of an election of remedies, such as a principal; (12) any defense based upon Lender's election, in any proceeding instituted under the Bankruptcy Code, of the application of Section 1111(b)(2) of the Bankruptcy Code or any successor statute; (13) any defense based upon any borrowing or any grant of a Lien under Section 364 of the Bankruptcy Code; (14) any defense based on Lender's failure to be diligent or to act in a commercially reasonable manner, or to satisfy any other standard imposed on a secured party, in exercising rights nonjudicial foreclosure with respect to collateral securing security for a guaranteed obligation, has destroyed Guarantor’s rights of subrogation and reimbursement against the Obligations; (15) notice of acceptance hereof; notice of the existence, creation or acquisition of any Obligation; notice of any Event of Default; notice of the amount of the Obligations outstanding from time to time; notice of any other fact which might increase Guarantor's risk; diligence; presentment; demand of payment; protest; filing of claims with a court in the event of Borrower's receivership or bankruptcy and all other notices and demands to which Guarantor might otherwise be entitled (and the same do not have to be made on Borrower as a condition precedent to Guarantor's obligations hereunder); (16) any defense based on errors and omissions by Lender in connection with the administration of the Loan; (17) any defense based on application of fraudulent conveyance or transfer law or shareholder distribution law to any of the Obligations or the security therefor; (18) any defense based on Lender's failure to seek relief from stay or adequate protection in Borrower's bankruptcy proceeding or any other act or omission by Lender which impairs Guarantor's prospective subrogation rights; (19) any defense based on legal prohibition of Lender's acceleration of the maturity of the Obligations during the occurrence of an Event of Default or any other legal prohibition on enforcement of any other right or remedy of Lender with respect to the Obligations and the security therefor; and (20) the benefit of any statute of limitations affecting the liability of Guarantor hereunder or the enforcement hereofDebtor.

Appears in 1 contract

Samples: Guaranty Agreement (Enservco Corp)

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Guarantor waives. 6.1.1 ALL SURETYSHIP DEFENSES, WHETHER ARISING IN EQUITY, BY CONTRACT, STATUTE OR BY OPERATION OF LAW. 6.1.2 Notice of (1a) any adverse change in the financial condition of any Debtor, (b) any default in the performance of the Guaranteed Obligations; and (c) any other notice to which Guarantor might be entitled. 6.1.3 Any defense based upon or claim arising out of (a) the release of any legal collateral securing the Guaranteed Obligations or (b) any fact that may increase Guarantor’s risk hereunder. 6.1.4 Any claim of usury. 6.1.5 Any other defense arising because of any disability or other defense of Borrower, or by reason of the cessation or limitation of the liability of Borrower from any cause (other than full payment the defense that the Guaranteed Obligations have been fully paid) of all Obligations), including, but not limited to, failure of consideration, breach of warranty, statute of frauds, statute of limitations, accord and satisfaction, and usury; (2) any defense based upon any legal disability or other defense of any other guarantor or other Person; (3) any defense based upon any lack of authority of the officers, directors, partners 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; (4) 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 intended or understood by Lender or Guarantor; (5) any defense based on Guarantor's rights, under statute or otherwise, to require Lender to xxx Borrower or otherwise to exhaust its rights and remedies against Borrower or any other Person or against any collateral before seeking to enforce this Guaranty; (6) any defense based on Lender's failure at any time to require strict performance by Borrower of any provision of the Loan Documents or by Guarantor of this Guaranty. No such failure waives, alters or diminishes any right of Lender thereafter to demand strict compliance and performance therewith. Nothing contained herein prevents Lender from foreclosing on the Lien of any deed of trust, mortgage or other security agreement, or exercising any rights available to Lender thereunder, and the exercise of any such rights does not constitute a legal or equitable discharge of Guarantor; (7) Debtor including any defense arising from any act or omission statute of Lender which changes the scope of Guarantor's risks hereunder;limitations. (8) any defense based upon Lender's election of any remedy against Guarantor or Borrower or both; or any 6.1.6 Any defense based on the order in which Lender enforces its remedies;invalidity, irregularity, or unenforceability of all or any part of the Guaranteed Obligations or any other circumstance that might constitute a defense of a guarantor. (9) any 6.1.7 Any claim or defense based on (Aa) Lender's surrenderthe validity, release, exchange, substitution, dealing with legality or taking any additional collateralenforceability in whole or in part of the Guaranteed Obligations, (B) Lender's abstaining from taking advantage of or realizing upon any Lien or other guaranty, and (Cb) any impairment of collateral securing the assignment, amendment, transfer, modification, renewal, waiver, compromise, addition or supplement relating to Guaranteed Obligations, including, but not limited to, Lender's failure to perfect, or maintain the perfection or priority of, a Lien in such collateral; (10c) any setoff, counterclaim or any circumstances which might constitute a defense based upon Lender's failure or discharge of Guarantor. 6.1.8 Any lack of power or authority of Debtor. 6.1.9 Any defense to disclose to Guarantor any information concerning Borrower's financial condition payment hereunder resulting from Creditor releasing the Debtor or any other circumstances bearing on Borrower's ability obligor owing the Guaranteed Obligations from their obligation to pay the Guaranteed Obligations;, as well as Creditor’s failure to give Guarantor notice thereof. (11) any defense based upon any statute or rule 6.1.10 All Guarantor’s rights of law which provides that the obligation of a surety must be neither larger in amount nor in reimbursement, indemnification, and contribution and any other respects more burdensome than rights and defenses that are or may become available to Guarantor. 6.1.11 All rights and defenses arising out of an election of remedies, such as a principal; (12) any defense based upon Lender's election, in any proceeding instituted under the Bankruptcy Code, of the application of Section 1111(b)(2) of the Bankruptcy Code or any successor statute; (13) any defense based upon any borrowing or any grant of a Lien under Section 364 of the Bankruptcy Code; (14) any defense based on Lender's failure to be diligent or to act in a commercially reasonable manner, or to satisfy any other standard imposed on a secured party, in exercising rights nonjudicial foreclosure with respect to collateral securing security for Guaranteed Obligations, has destroyed Guarantor’s rights of subrogation and reimbursement against the Obligations; (15) notice of acceptance hereof; notice of the existence, creation or acquisition of any Obligation; notice of any Event of Default; notice of the amount of the Obligations outstanding from time to time; notice of any other fact which might increase Guarantor's risk; diligence; presentment; demand of payment; protest; filing of claims with a court in the event of Borrower's receivership or bankruptcy and all other notices and demands to which Guarantor might otherwise be entitled (and the same do not have to be made on Borrower as a condition precedent to Guarantor's obligations hereunder); (16) any defense based on errors and omissions by Lender in connection with the administration of the Loan; (17) any defense based on application of fraudulent conveyance or transfer law or shareholder distribution law to any of the Obligations or the security therefor; (18) any defense based on Lender's failure to seek relief from stay or adequate protection in Borrower's bankruptcy proceeding or any other act or omission by Lender which impairs Guarantor's prospective subrogation rights; (19) any defense based on legal prohibition of Lender's acceleration of the maturity of the Obligations during the occurrence of an Event of Default or any other legal prohibition on enforcement of any other right or remedy of Lender with respect to the Obligations and the security therefor; and (20) the benefit of any statute of limitations affecting the liability of Guarantor hereunder or the enforcement hereofDebtor.

Appears in 1 contract

Samples: Guaranty (BK Technologies Corp)

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