Common use of Lender Protections Clause in Contracts

Lender Protections. 3.1 Subject to the effectiveness set out in Clause 2.3, the guarantee is and shall at all times be a continuing security and shall cover the ultimate balance from time to time owing to the Beneficiaries by the Borrower in respect of the Guaranteed Obligations. 3.2 The liability of the Guarantor under this guarantee shall not be reduced, discharged or otherwise adversely affected by: (a) any intermediate payment, settlement of account or discharge in whole or in part of the Guaranteed Obligations; (b) any variation, extension, discharge, compromise, dealing with, exchange or renewal of any right or remedy which the Beneficiaries may now or after the date of this guarantee have from or against any of the Borrower and any other person in connection with the Guaranteed Obligations; (c) any act or omission by the Beneficiaries in taking up, perfecting or enforcing any Security, indemnity, or guarantee from or against the Borrower or any other person; (d) any termination, amendment, variation, novation, replacement or supplement of or to any of the Guaranteed Obligations including without limitation any extension of the Guaranteed Obligations; (e) any grant of time, indulgence, waiver or concession to the Borrower or any other person; (f) any insolvency, bankruptcy, liquidation, administration, winding up, incapacity, limitation, disability, the discharge by operation of law, or any change in the constitution or name of the Borrower or Lender; (g) any invalidity, illegality, unenforceability, irregularity or frustration of any actual or purported obligation of, or Security held from, the Borrower or any other person in connection with the Guaranteed Obligations; (h) any claim or enforcement of payment from the Borrower or Lender; (i) any act or omission which would not have discharged or affected the liability of the Guarantor had it been a principal debtor instead of a guarantor; or (j) any other act or omission except an express written release of the Guarantor by the Beneficiaries. 3.3 The Beneficiaries shall not be obliged, before taking steps to enforce any of its rights and remedies under this guarantee, to: (a) take any action or obtain judgment in any court against the Borrower or any other person; (b) make or file any claim in a bankruptcy, liquidation, administration or insolvency of the Borrower or any other person; or (c) make, demand, enforce or seek to enforce any claim, right or remedy against the Borrower or any other person. 3.4 The Guarantor warrants to the Beneficiaries that it has not taken or received, and shall not take, exercise or receive the benefit of any Rights from or against the Borrower, its liquidator, an administrator, co-guarantor or any other person in connection with any liability of, or payment by, the Guarantor under this guarantee but: (a) if any of the Rights is taken, exercised or received by the Guarantor, those Rights and all monies at any time received or held in respect of those Rights shall be held by the Guarantor as agent for the Beneficiaries for application in or towards the discharge of the Guaranteed Obligations under this guarantee; and (b) on demand by the Beneficiaries, the Guarantor shall promptly transfer, assign or pay to the Beneficiaries all other Rights and all monies from time to time held by the Guarantor as agent under this clause 3.4. 3.5 This guarantee is in addition to and shall not affect nor be affected by or merge with any other judgment, Security, right or remedy obtained or held by the Beneficiaries from time to time for the discharge and performance of the Borrower of the Guaranteed Obligations.

Lender Protections. 3.1 Subject to the effectiveness set out in Clause 2.3, the guarantee is and shall at all times be a continuing security and shall cover the ultimate balance from time to time owing to the Beneficiaries by the Borrower in respect of the Guaranteed Obligations. 3.2 4.1. The liability of the each Guarantor under this guarantee Deed shall not be reduced, discharged or otherwise adversely affected by: (a) any intermediate payment, settlement of account or discharge in whole or in part of the Guaranteed Obligations; (b) any variation, extension, discharge, compromise, dealing with, exchange or renewal of any right or remedy which the Beneficiaries Lender may now or after the date of this guarantee Deed have from or against any of the Borrower and any other person in connection with the Guaranteed Obligations; (c) any act or omission by the Beneficiaries Lender or any other person in taking up, perfecting or enforcing any Security, indemnity, or guarantee from or against the any Guarantor, Borrower or any other person; (d) any termination, amendment, variation, novation, replacement or supplement of or to any of the Guaranteed Obligations including without limitation any change in the purpose of, any increase in or extension of the Guaranteed Obligations and any addition of new Guaranteed Obligations; (e) any grant of time, indulgence, waiver or concession to the any Guarantor, Borrower or any other person; (f) any insolvency, bankruptcy, liquidation, administration, winding up, incapacity, limitation, disability, the discharge by operation of law, or any change in the constitution constitution, name or name style of the any Guarantor, Borrower or Lenderany other person; (g) any invalidity, illegality, unenforceability, irregularity or frustration of any actual or purported obligation of, or Security held from, the a Guarantor, a Borrower or any other person in connection with the Guaranteed Obligations; (h) any claim or enforcement of payment from the a Guarantor, a Borrower or Lender;any other person; or (i) any act or omission which would not have discharged or affected the liability of the any Guarantor had it been a principal debtor instead of a guarantor; or (j) any other act or omission except an express written release by deed of the each Guarantor by the BeneficiariesLender. 3.3 4.2. The Beneficiaries Lender shall not be obliged, obliged before taking steps to enforce any of its rights and remedies under this guarantee, toDeed: (a) to take any action or obtain judgment in any court against the a Guarantor, a Borrower or any other person; (b) to make or file any claim in a bankruptcy, liquidation, administration or insolvency of the a Guarantor, a Borrower or any other person; or (c) make, to make demand, enforce or seek to enforce any claim, right or remedy against the a Guarantor, a Borrower or any other person. 3.4 The Guarantor warrants to the Beneficiaries that it has not taken or received, and shall not take, exercise or receive the benefit of any Rights from or against the Borrower, its liquidator, an administrator, co-guarantor or any other person in connection with any liability of, or payment by, the Guarantor under this guarantee but: (a) if any of the Rights is taken, exercised or received by the Guarantor, those Rights and all monies at any time received or held in respect of those Rights shall be held by the Guarantor as agent for the Beneficiaries for application in or towards the discharge of the Guaranteed Obligations under this guarantee; and (b) on demand by the Beneficiaries, the Guarantor shall promptly transfer, assign or pay to the Beneficiaries all other Rights and all monies from time to time held by the Guarantor as agent under this clause 3.4. 3.5 This guarantee is in addition to and shall not affect nor be affected by or merge with any other judgment, Security, right or remedy obtained or held by the Beneficiaries from time to time for the discharge and performance of the Borrower of the Guaranteed Obligations.

Lender Protections. 3.1 Subject to the effectiveness set out in Clause 2.3, the This guarantee is and shall at all times be a continuing security and shall cover the ultimate balance from time to time owing to the Beneficiaries Lender by the Borrower in respect of the Guaranteed Obligations. 3.2 The liability of the Guarantor under this guarantee shall not be reduced, discharged or otherwise adversely affected by: (a) any intermediate payment, settlement of account or discharge in whole or in part of the Guaranteed Obligations;; or (b) any variation, extension, discharge, compromise, dealing with, exchange or renewal of any right or remedy which the Beneficiaries Lender may now or after the date of this guarantee have from or against any of the Borrower and any other person in connection with the Guaranteed Obligations;; or (c) any act or omission by the Beneficiaries Lender or any other person in taking up, perfecting or enforcing any Security, indemnity, or guarantee from or against the Borrower or any other person;; or (d) any termination, amendment, variation, novation, replacement or supplement of or to any of the Guaranteed Obligations including without limitation limitation, any change in the purpose of, any increase in or extension of the Guaranteed Obligations and any addition of new Guaranteed Obligations;; or (e) any grant of time, indulgence, waiver or concession to the Borrower or any other person;; or (f) any insolvency, bankruptcy, liquidation, administration, winding up, incapacity, limitation, disability, the discharge by operation of law, or any change in the constitution constitution, name or name style of the Borrower or Lender;any other person; or (g) the death or incapacity (whether mental or physical) of the Guarantor, or any notice of his death or incapacity; or (h) any invalidity, illegality, unenforceability, irregularity or frustration of any actual or purported obligation of, or Security held from, the Borrower or any other person in connection with the Guaranteed Obligations;; or (hi) any claim or enforcement of payment from the Borrower or Lender;any other person; or (ij) any act or omission which would not have discharged or affected the liability of the Guarantor had it he been a principal debtor instead of a guarantor; or (jk) any other act or omission except an express written release by deed of the Guarantor by the BeneficiariesLender. 3.3 The Beneficiaries Lender shall not be obliged, obliged before taking steps to enforce any of its rights and remedies under this guarantee, to: (a) to take any action or obtain judgment in any court against the Borrower or any other person;; or (b) to make or file any claim in a bankruptcy, liquidation, administration or insolvency of the Borrower or any other person; or (c) make, to make demand, enforce or seek to enforce any claim, right or remedy against the Borrower or any other person. 3.4 The Guarantor warrants to the Beneficiaries Lender that it he has not taken or received, and shall not take, exercise or receive the benefit of any Rights from or against the Borrower, its liquidator, an administrator, co-guarantor co‐guarantor or any other person in connection with any liability of, or payment by, the Guarantor under this guarantee but: (a) if any of the Rights is taken, exercised or received by the Guarantor, those Rights and all monies at any time received or held in respect of those Rights shall be held by the Guarantor as agent on trust for the Beneficiaries Lender for application in or towards the discharge of the Guaranteed Obligations under this guarantee; and (b) on demand by the BeneficiariesLender, the Guarantor shall promptly transfer, assign or pay to the Beneficiaries Lender all other Rights and all monies from time to time held on trust by the Guarantor as agent under this clause 3.4. 3.5 If there is more than one of you, and any of you are for whatever reason not bound by this guarantee, the rest of you will continue to be bound by it. 3.6 If there is more than one of you, we may demand from, proceed against, settle with or release any of you without affecting our rights against the rest of you. This guarantee gives us the same rights as if it were a separate guarantee by each of you. 3.7 This guarantee is in addition to and shall not affect nor be affected by or merge with any other judgment, Security, right or remedy obtained or held by the Beneficiaries Lender from time to time for the discharge and performance of the Borrower of the Guaranteed Obligations.

Lender Protections. 3.1 Subject to the effectiveness set out in Clause 2.3, the The Guarantor acknowledges and agrees that this guarantee is and shall at all times be a continuing security and shall cover the ultimate balance from time to time owing to the Beneficiaries Lender by the Borrower Borrowers in respect of the Guaranteed ObligationsObligations and shall remain in operation until all monies payable in connection with the Guaranteed Obligations have been paid in full to the satisfaction of the Lender. 3.2 The liability of the Guarantor under this guarantee shall not be reduced, discharged or otherwise adversely affected by: (a) 3.2.1 any intermediate payment, settlement of account or discharge in whole or in part of the Guaranteed Obligations; (b) 3.2.2 any variation, amendment, extension, discharge, compromise, dealing with, exchange or renewal of any right or remedy which the Beneficiaries Lender may now or after the date of this guarantee have from or against any of the Borrower Borrowers and any other person in connection with the Guaranteed Obligations; (c) 3.2.3 any act or omission by the Beneficiaries Lender or any other person in taking up, perfecting or enforcing any Security, indemnity, or guarantee from or against the Borrower Borrowers, the Group or any other personperson in any jurisdiction; (d) 3.2.4 any termination, amendment, amendment and restatement, variation, novation, assignment, replacement or supplement of or to any of the Guaranteed Obligations including without limitation any change in the purpose of, any increase in or extension of the Guaranteed ObligationsObligations and any addition of new Guaranteed Obligations or any termination, amendment, amendment and restatement, variation, novation, replacement or supplement of or to the Loan and Security Agreement; (e) 3.2.5 any grant of time, indulgence, waiver or concession to the Borrower Borrowers or any other person; (f) 3.2.6 any insolvency, bankruptcy, liquidation, administration, winding winding-up, incapacity, limitation, disability, the discharge by operation of law, or any change in the constitution constitution, name or name style of the Borrower Borrowers, any member of the Group or Lenderany other person, in any jurisdiction; (g) 3.2.7 any invalidity, illegality, unenforceability, irregularity or frustration of any actual or purported obligation of, or Security held from, the Borrower Borrowers, any member of the Group or any other person in connection with the Guaranteed Obligations; 3.2.8 any failure of, or defect or informality in, any Security given by, for and/or on behalf the Borrowers and/or the Guarantor in respect of the Guaranteed Obligations or by any legal limitation, disability, incapacity or lack of any powers of or by fraud of the Borrowers or any other person or by the non-existence of any matter which the Guarantor considers (hexpressly or impliedly) or may be deemed to consider a condition precedent to the giving of this guarantee (and, where any such matter is considered a condition precedent, it is expressly waived by the Guarantor), or lack of authority of any director or other person acting for the Borrowers or appearing or purporting to so act in any matter in respect of the Guaranteed Obligations or by any other fact or circumstances (whether known or not to the Guarantor and the Lender) as a result of which any of the obligations incurred or purported to be incurred by or on behalf of the Borrowers is or may be rendered invalid, illegal, void or unenforceable by the Lender against the Borrowers in whole or in part and so that all such circumstances shall be discharged as between the Guarantor and the Lender, and the Guarantor shall be treated as being bound to observe and perform its obligations for the purposes of this guarantee whether the Borrowers are so bound as between themselves and the Lender or not so bound between themselves and the Lender on the basis of the invalidity, illegality or unenforceability of its obligations; 3.2.9 any claim or enforcement of payment from the Borrower Borrowers or Lender;any other person; or (i) 3.2.10 any act or omission which would not have discharged or affected the liability of the Guarantor had it been a principal debtor instead of a guarantor; or (j) , or indemnifier or by anything done or omitted by any other act person which but for this provision might operate to exonerate or omission except an express written release of discharge the Guarantor by the Beneficiariesor otherwise reduce or extinguish its liability under this guarantee. 3.3 The Beneficiaries Lender shall not be obliged, before taking steps to enforce any of its rights and remedies under this guarantee, to: (a) 3.3.1 take any action or obtain judgment in any court against the Borrower Borrowers or any other person; (b) 3.3.2 make or file any claim in a bankruptcy, liquidation, administration or insolvency (or analogous proceedings) of the Borrower Borrowers or any other person; or, in any jurisdiction; (c) make, 3.3.3 make demand, enforce or seek to enforce any claim, right or remedy against the Borrower Borrowers or any other person; or 3.3.4 enforce or seek to enforce any Security held by the Lender from the Borrowers and/or the Guarantor, including without limitation, the Debenture. 3.4 The Guarantor warrants to the Beneficiaries that Lender that: 3.4.1 it has not taken or received, and shall not take, exercise or receive the benefit of any Rights from or against the BorrowerBorrowers, its their liquidator, an administrator, co-guarantor or any other person in any jurisdiction in connection with any liability of, or payment by, the Guarantor under this guarantee; 3.4.2 it shall not be entitled to share in any Security held or money received or receivable by the Lender on account of that balance or to stand in the place of the Lender in respect of any Security or money; and 3.4.3 it shall not exercise any rights as surety in competition with or in priority to any claim of the Lender, until all amounts payable under this guarantee but:have been paid and discharged in full and the Lender has formally waived or released the Guarantor in writing from all or any further liability under this guarantee (which waiver or release in such circumstances shall not be unreasonably withheld or delayed). (a) 3.5 Without prejudice to clause 3.4, if any of the Rights is are taken, exercised or received by the Guarantor, the Guarantor declares that those Rights and all monies at any time received or held in respect of those Rights shall be held by the Guarantor as agent on trust for the Beneficiaries Lender for application in or towards the discharge of the Guaranteed Obligations under this guarantee; and (b) guarantee and on demand by the BeneficiariesLender, the Guarantor shall promptly transfer, assign or pay to the Beneficiaries Lender all other Rights and all monies from time to time held on trust by the Guarantor as agent under this clause 3.4. 3.5 3.6 This guarantee is in addition to and shall not affect nor be affected by or merge with any other judgment, Security, right or remedy obtained or held by the Beneficiaries Lender from time to time for the discharge and performance of the Borrower Borrowers of the Guaranteed Obligations.

Lender Protections. 3.1 Subject to the effectiveness set out in Clause 2.3, the This guarantee is and shall at all times be a continuing security guarantee and shall cover the ultimate balance from time to time owing to the Beneficiaries Secured Parties by the Borrower in respect of the Guaranteed ObligationsLiabilities. 3.2 The liability of the Guarantor under this guarantee shall not be reduced, discharged or otherwise adversely affected by: (a) any intermediate payment, settlement of account or discharge in whole or in part of the Guaranteed Obligations;Liabilities; or (b) any variation, extension, discharge, compromise, dealing with, exchange or renewal of any right or remedy which the Beneficiaries Secured Parties may now or after the date of this guarantee have from or against any of the Borrower and any other person in connection with the Guaranteed Obligations;Liabilities; or (c) any act or omission by the Beneficiaries Secured Parties or any other person in taking up, perfecting or enforcing any Security, indemnity, or guarantee from or against the Borrower or any other person;; or (d) any termination, amendment, variation, novation, replacement novation or supplement of or to any of the Guaranteed Obligations including without limitation Liabilities or any extension of agreement securing the Guaranteed Obligations;Liabilities; or (e) any grant of time, indulgence, waiver or concession to the Borrower or any other person;person in respect of the Guaranteed Liabilities; or (f) any insolvency, bankruptcy, liquidation, administration, winding up, incapacity, limitation, disability, the discharge by operation of law, or any change in the constitution constitution, name or name style of any of the Borrower or Lender;any other person; or (g) any invalidity, illegality, unenforceability, irregularity or frustration of any actual or purported obligation of, or Security held from, the Borrower or any other person in connection with the Guaranteed Obligations;Liabilities; or (h) any claim or enforcement of payment from any of the Borrower or Lender;any other person; or (i) any act or omission which would not have discharged or affected the liability of the Guarantor had it been a principal debtor instead of a guarantor; or (j) , or indemnifier or by anything done or omitted by any other act person which but for this provision might operate to exonerate or omission except an express written release of discharge the Guarantor by the Beneficiariesor otherwise reduce or extinguish its liability under this guarantee. 3.3 The Beneficiaries Secured Parties shall not be obliged, obliged before taking steps to enforce any of its rights and remedies under this guarantee, toGuarantee: (a) to take any action or obtain judgment in any court against the Borrower or any other person;; or (b) to make or file any claim in a bankruptcy, liquidation, administration or insolvency of the Borrower or any other person; or (c) make, to make demand, enforce or seek to enforce any claim, right or remedy against the Borrower or any other person. 3.4 The Guarantor warrants to the Beneficiaries Secured Parties that it has not taken or received, and shall not take, exercise or receive the benefit of any Rights Rights, subject to applicable law, from or against the Borrower, its liquidator, an administrator, co-guarantor or any other person in connection with any liability of, or payment by, the Guarantor under this guarantee but: (a) if any of the Rights is taken, exercised or received by the Guarantor, those Rights and all monies at any time received or held in respect of those Rights shall be held by the Guarantor as agent on trust for the Beneficiaries Secured Parties for application in or towards the discharge of the Guaranteed Obligations Liabilities under this guarantee; and (b) on demand by the BeneficiariesAgent, the Guarantor shall promptly transfer, assign or pay to the Beneficiaries Agent all other Rights and all monies from time to time held on trust by the Guarantor as agent under this clause Clause 3.4. 3.5 This guarantee Guarantee is in addition to and shall not affect nor be affected by or merge with any other judgment, Security, right or remedy obtained or held by the Beneficiaries Secured Parties from time to time for the discharge and performance of the Borrower of the Guaranteed ObligationsLiabilities.

Lender Protections. 3.1 Subject to the effectiveness set out in Clause 2.3, the guarantee is and shall at all times be a continuing security and shall cover the ultimate balance from time to time owing to the Beneficiaries by the Borrower in respect of the Guaranteed Obligations. 3.2 The liability of the Guarantor under this guarantee shall not be reduced, discharged or otherwise adversely affected by: (a) any intermediate payment, settlement of account or discharge in whole or in part of the Guaranteed Obligations; (b) any variation, extension, discharge, compromise, dealing with, exchange or renewal of any right or remedy which the Beneficiaries may now or after the date of this guarantee have from or against any of the Borrower and any other person in connection with the Guaranteed Obligations; (c) any act or omission by the Beneficiaries in taking up, perfecting or enforcing any Security, indemnity, or guarantee from or against the Borrower or any other person; (d) any termination, amendment, variation, novation, replacement or supplement of or to any of the Guaranteed Obligations including without limitation any extension of the Guaranteed Obligations; (e) any grant of time, indulgence, waiver or concession to the Borrower or any other person; (f) any insolvency, bankruptcy, liquidation, administration, winding up, incapacity, limitation, disability, the discharge by operation of law, or any change in the constitution or name of the Borrower or Lender; (g) any invalidity, illegality, unenforceability, irregularity or frustration of any actual or purported obligation of, or Security held from, the Borrower or any other person in connection with the Guaranteed Obligations; (h) any claim or enforcement of payment from the Borrower or Lender; (i) any act or omission which would not have discharged or affected the liability of the Guarantor had it been a principal debtor instead of a guarantor; or (j) any other act or omission except an express written release of the Guarantor by the Beneficiaries. 3.3 The Beneficiaries shall not be obliged, before taking steps to enforce any of its rights and remedies under this guarantee, to: (a) take any action or obtain judgment in any court against the Borrower or any other person; (b) make or file any claim in a bankruptcy, liquidation, administration or insolvency of the Borrower or any other person; or (c) make, demand, enforce or seek to enforce any claim, right or remedy against the Borrower or any other person. 3.4 The Guarantor warrants to the Beneficiaries that it has not taken or received, and shall not take, exercise or receive the benefit of any Rights from or against the Borrower, its liquidator, an administrator, co-guarantor or any other person in connection with any liability of, or payment by, the Guarantor under this guarantee but:but:‌ (a) if any of the Rights is taken, exercised or received by the Guarantor, those Rights and all monies at any time received or held in respect of those Rights shall be held by the Guarantor as agent for the Beneficiaries for application in or towards the discharge of the Guaranteed Obligations under this guarantee; and (b) on demand by the Beneficiaries, the Guarantor shall promptly transfer, assign or pay to the Beneficiaries all other Rights and all monies from time to time held by the Guarantor as agent under this clause 3.4. 3.5 This guarantee is in addition to and shall not affect nor be affected by or merge with any other judgment, Security, right or remedy obtained or held by the Beneficiaries from time to time for the discharge and performance of the Borrower of the Guaranteed Obligations.

Lender Protections. 3.1 Subject to the effectiveness set out in Clause 2.3, the guarantee is and shall at all times be a continuing security and shall cover the ultimate balance from time to time owing to the Beneficiaries by the Borrower in respect of the Guaranteed Obligations. 3.2 4.1. The liability of the Guarantor under this guarantee Deed shall not be reduced, discharged or otherwise adversely affected by: (a) any intermediate payment, settlement of account or discharge in whole or in part of the Guaranteed Obligations; (b) any variation, extension, discharge, compromise, dealing with, exchange or renewal of any right or remedy which the Beneficiaries Lender may now or after the date of this guarantee Deed have from or against any of the Borrower and any other person in connection with the Guaranteed Obligations; (c) any act or omission by the Beneficiaries Lender or any other person in taking up, perfecting or enforcing any Security, indemnity, or guarantee from or against the Guarantor, a Borrower or any other person; (d) any termination, amendment, variation, novation, replacement or supplement of or to any of the Guaranteed Obligations including without limitation any change in the purpose of, any increase in or extension of the Guaranteed Obligations and any addition of new Guaranteed Obligations; (e) any grant of time, indulgence, waiver or concession to the a Guarantor, a Borrower or any other person; (f) any insolvency, bankruptcy, liquidation, administration, winding up, incapacity, limitation, disability, the discharge by operation of law, or any change in the constitution constitution, name or name style of the Guarantor, a Borrower or Lenderany other person; (g) any invalidity, illegality, unenforceability, irregularity or frustration of any actual or purported obligation of, or Security held from, the a Guarantor, a Borrower or any other person in connection with the Guaranteed Obligations; (h) any claim or enforcement of payment from the a Guarantor, a Borrower or Lender;any other person; or (i) any act or omission which would not have discharged or affected the liability of the any Guarantor had it been a principal debtor instead of a guarantor; or (j) any other act or omission except an express written release by deed of the Guarantor by the BeneficiariesLender. 3.3 4.2. The Beneficiaries Lender shall not be obliged, obliged before taking steps to enforce any of its rights and remedies under this guarantee, toDeed: (a) to take any action or obtain judgment in any court against the a Guarantor, a Borrower or any other person; (b) to make or file any claim in a bankruptcy, liquidation, administration or insolvency of the a Guarantor, a Borrower or any other person; or (c) make, to make demand, enforce or seek to enforce any claim, right or remedy against the a Guarantor, a Borrower or any other person. 3.4 The Guarantor warrants to the Beneficiaries that it has not taken or received, and shall not take, exercise or receive the benefit of any Rights from or against the Borrower, its liquidator, an administrator, co-guarantor or any other person in connection with any liability of, or payment by, the Guarantor under this guarantee but: (a) if any of the Rights is taken, exercised or received by the Guarantor, those Rights and all monies at any time received or held in respect of those Rights shall be held by the Guarantor as agent for the Beneficiaries for application in or towards the discharge of the Guaranteed Obligations under this guarantee; and (b) on demand by the Beneficiaries, the Guarantor shall promptly transfer, assign or pay to the Beneficiaries all other Rights and all monies from time to time held by the Guarantor as agent under this clause 3.4. 3.5 This guarantee is in addition to and shall not affect nor be affected by or merge with any other judgment, Security, right or remedy obtained or held by the Beneficiaries from time to time for the discharge and performance of the Borrower of the Guaranteed Obligations.

Lender Protections. 3.1 Subject to the effectiveness set out in Clause 2.3, the guarantee This Guarantee is and shall at all times be a continuing security and shall cover the ultimate balance from time to time owing to the Beneficiaries Lender by the Borrower in respect of the Guaranteed Obligations. 3.2 The liability of the Guarantor Guarantors under this guarantee Guarantee shall not be reduced, discharged or otherwise adversely affected by: (a) any intermediate payment, settlement of account or discharge in whole or in part of the Guaranteed Obligations;; or (b) any variation, extension, discharge, compromise, dealing with, exchange or renewal of any right or remedy which the Beneficiaries Lender may now or after the date of this guarantee Guarantee have from or against any of the Borrower Borrower, a co-guarantor and any other person in connection with the Guaranteed Obligations;; or (c) any act or omission by the Beneficiaries Lender or any other person in taking up, perfecting or enforcing any Security, indemnity, or guarantee from or against the Borrower or Borrower, a co-guarantoror any other person;; or (d) any termination, amendment, variation, novation, replacement novation or supplement of or to any of the Guaranteed Obligations including without limitation any extension of the Guaranteed Obligations;; or (e) any grant of time, indulgence, waiver or concession to the Borrower Borrower, a co-guarantor or any other person;; or (f) any insolvency, bankruptcy, liquidation, administration, winding up, incapacity, limitation, disability, the discharge by operation of law, or any change in the constitution constitution, name or name style of the Borrower Borrower, a co-guarantor or Lender;any other person; or (g) any invalidity, illegality, unenforceability, irregularity or frustration of any actual or purported obligation of, or Security held from, the Borrower Borrower, a co-guarantor or any other person in connection with the Guaranteed Obligations;; or (h) any claim or enforcement of payment from the Borrower Borrower, a co-guarantor or Lender;any other person; or (i) any act or omission which would not have discharged or affected the liability of the Guarantor Guarantors had it they been a principal debtor debtors instead of a guarantor; or (j) guarantors or indemnifiers or by anything done or omitted by any other act person which, but for this provision, might operate to exonerate or omission except an express written release of discharge the Guarantor by the BeneficiariesGuarantors or otherwise reduce or extinguish their liability under this Guarantee. 3.3 The Beneficiaries Lender shall not be obliged, obliged before taking steps to enforce any of its rights and remedies under this guarantee, toGuarantee against a Guarantor: (a) to take any action or obtain judgment in any court against the Borrower Borrower, another Guarantor or any other person;; or (b) to make or file any claim in a bankruptcy, liquidation, administration or insolvency of the Borrower Borrower, another Guarantor or any other person; or (c) make, to make demand, enforce or seek to enforce any claim, right or remedy against the Borrower Borrower, another Guarantor or any other person. 3.4 The Guarantor warrants Guarantors jointly and severally warrant to the Beneficiaries Lender that it none of them has not taken or received, and undertake to procure that none of them shall not take, exercise or receive receive, the benefit of any Rights from or against the Borrower, its liquidator, an administrator, co-guarantor or any other person in connection with any liability of, or payment by, the any Guarantor under this guarantee Guarantee but: (a) if any of the Rights is are taken, exercised or received by any of the GuarantorGuarantors, those Rights and all monies moneys at any time received or held in respect of those Rights shall be held by the Guarantor as agent concerned on trust for the Beneficiaries Lender for application in or towards the discharge of the Guaranteed Obligations under this guaranteeGuarantee; and (b) on demand by the BeneficiariesLender, the Guarantor concerned shall promptly transfer, assign or pay to the Beneficiaries Lender all other Rights and all monies moneys from time to time held on trust by the Guarantor as agent them under this clause 3.4. 3.5 This guarantee Guarantee is in addition to and shall not affect nor be affected by or merge with any other judgment, Security, right or remedy obtained or held by the Beneficiaries Lender from time to time for the discharge and performance of by the Borrower of the Guaranteed Obligations.