Common use of No Election Clause in Contracts

No Election. Each holder of Notes shall have the right to seek recourse against each Guarantor to the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant Issuer, to the full extent provided for in this Agreement. Each Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes that are separate and apart from its obligations under this Section 23. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes to proceed in any other form of action or proceeding or against other parties unless such holder of Notes has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes against an Issuer or any Guarantor under any document or instrument evidencing obligations of an Issuer or such Guarantor to such holder of Notes shall serve to diminish the liability of such Guarantor under this Agreement (including, without limitation, this Section 23) except to the extent that such holder of Notes finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Guarantor’s right of subrogation against such Issuer.

No Election. Each holder of Notes shall have the right to seek recourse against each Subsidiary Guarantor to the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant IssuerCompany, to the full extent provided for in this Agreement. Each Subsidiary Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes that are separate and apart from its obligations under this Section 23. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes to proceed in any other form of action or proceeding or against other parties unless such holder of Notes has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes against an Issuer the Company or any Subsidiary Guarantor under any document or instrument evidencing obligations of an Issuer the Company or such Subsidiary Guarantor to such holder of Notes shall serve to diminish the liability of such Subsidiary Guarantor under this Agreement (including, without limitation, this Section 23) except to the extent that such holder of Notes finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Subsidiary Guarantor’s right of subrogation against such Issuer.the Company. UTi Worldwide Inc. Note Purchase Agreement

No Election. Each holder of Notes The Issuing Bank shall have the right to seek recourse against each Subsidiary Guarantor to the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant IssuerCompany, to the full extent provided for in this Agreement. Each Subsidiary Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes Issuing Bank that are separate and apart from its obligations under this Section 23. No election to proceed in UTi Worldwide Inc. Letter of Credit Agreement one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes the Issuing Bank to proceed in any other form of action or proceeding or against other parties unless such holder of Notes the Issuing Bank has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes the Issuing Bank against an Issuer the Company or any Subsidiary Guarantor under any document or instrument evidencing obligations of an Issuer the Company or such Subsidiary Guarantor to such holder of Notes the Issuing Bank shall serve to diminish the liability of such Subsidiary Guarantor under this Agreement (including, without limitation, this Section 23) except to the extent that such holder of Notes the Issuing Bank finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Subsidiary Guarantor’s right of subrogation against such Issuerthe Company.

No Election. Each holder of Notes The Issuing Bank shall have the right to seek recourse against each Subsidiary Guarantor to the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant IssuerCompany, to the full extent provided for in this Agreement. Each Subsidiary Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes Issuing Bank that are separate and apart from its obligations under this Section 23. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes the Issuing Bank to proceed in any other form of action or proceeding or against other parties unless such holder of Notes the Issuing Bank has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes the Issuing Bank against an Issuer the Company or any Subsidiary Guarantor under any document or instrument evidencing obligations of an Issuer the Company or such Subsidiary Guarantor to such holder of Notes the Issuing Bank shall serve to diminish the liability of such Subsidiary Guarantor under this Agreement (including, without limitation, this Section 23) except to the extent that such holder of Notes the Issuing Bank finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Subsidiary Guarantor’s right of subrogation against such Issuerthe Company.

No Election. Each holder of Notes shall (individually or collectively with the other holders) have the right to seek recourse against each Guarantor to any one or more of the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant Issuer, Guarantors to the full extent provided for in this Section 10, and against the Company to the full extent provided for in the Notes and the Note Purchase Agreement. Each Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes that are separate and apart from its obligations under this Section 23. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes Notes, to proceed in any other form of action or proceeding or against other parties unless such holder of Notes has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes against an Issuer or any Guarantor the Company under any document or instrument evidencing obligations of an Issuer or such Guarantor to such holder of Notes Guaranteed Obligations shall serve to diminish the liability of such any Guarantor under this Agreement (including, without limitation, this Section 23) 10 except to the extent that such holder of Notes finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Guarantor’s 's right of subrogation against the Company. Each Guarantor is fully aware of the financial condition of the Company. Each Guarantor is executing and delivering this guaranty based solely upon its own independent investigation and in no part upon any representation or statement of any one or more of the holders of Notes with respect thereto. Each Guarantor is in a position to obtain, and hereby assumes full responsibility for obtaining, any additional information concerning the financial condition of the Company as such IssuerGuarantor may deem material to its obligations hereunder, and such Guarantor is not relying upon, nor expecting, any holder of Notes to furnish it any information concerning the financial condition of the Company.

No Election. Each holder of Notes Issuing Bank shall have the right to seek recourse against each Subsidiary Guarantor to the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant IssuerCompany, to the full extent provided for in this Agreement. Each Subsidiary Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes Issuing Bank that are separate and apart from its obligations under this Section 23. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes Issuing Bank to proceed in any other form of action or proceeding or against other parties unless such holder of Notes Issuing Bank has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes Issuing Bank against an Issuer the Company or any Subsidiary Guarantor under any document or instrument evidencing obligations of an Issuer the Company or such Subsidiary Guarantor to such holder of Notes Issuing Bank shall serve to diminish the liability of such Subsidiary Guarantor under this Agreement (including, without limitation, this Section 23) except to the extent that such holder of Notes Issuing Bank finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Subsidiary Guarantor’s right of subrogation against such Issuerthe Company.

No Election. Each holder of Notes shall have the right to seek recourse against each Guarantor to the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant Issuer, Parent to the full extent provided for in this Parent Guarantee and against the Company to the full extent provided for in the Notes and this Note Purchase Agreement. Each Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes that are separate and apart from its obligations under this Section 23. No election to proceed in one form of action or proceeding, or against any partyparty (including, without limitation, any other guarantor), or on any obligation, shall constitute a waiver of the right of such holder of Notes to proceed in any other form of action or proceeding or against other parties (including, without limitation, any other Guarantor) unless such holder of Notes has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes against an Issuer the Company or any other Guarantor under any document or instrument evidencing obligations of an Issuer or such Guarantor to such holder of Notes Guarantied Obligations shall serve to diminish the liability of such Guarantor the Parent under this Agreement (including, without limitation, this Section 23) Parent Guarantee except to the extent that such holder of Notes finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Guarantor’s the Parent's right of subrogation against the Company. The Parent is fully aware of the financial condition of the Company. The Parent delivers this Parent Guarantee based solely upon its own independent investigation and in no part upon any representation or statement of any one or more of the holders of the Notes with respect thereto. The Parent is in a position to obtain, and hereby assumes full responsibility for obtaining, any additional information concerning the financial condition of the Company as such IssuerParent may deem material to its obligations hereunder, and the Parent is neither relying upon, nor expecting, any holder of Notes to furnish it any information concerning the financial condition of the Company.

No Election. Each holder of Notes shall have the right to seek recourse against each Subsidiary Guarantor to the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant IssuerCompany, to the full extent provided for in this Agreement. Each Subsidiary Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes that are separate and apart from its obligations under this Section 23. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes to proceed in any other form of action or proceeding or against other parties unless such holder of Notes has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes against an Issuer the Company or any Subsidiary Guarantor under any document or instrument evidencing obligations of an Issuer the Company or such Subsidiary Guarantor to such holder of Notes shall serve to diminish the liability of such Subsidiary Guarantor under this Agreement (including, without limitation, this Section 23) except to the extent that such holder of Notes finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Subsidiary Guarantor’s right of subrogation against such Issuerthe Company.

No Election. Each holder of Notes shall have the right to seek recourse against each Guarantor to the fullest extent provided for in this Section 23 22 and elsewhere as provided in this Agreement, and against the relevant IssuerCompany, to the full extent provided for in this Agreement. Each Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes that are separate and apart from its obligations under this Section 2322. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes to proceed in any other form of action or proceeding or against other parties unless such holder of Notes has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes against an Issuer the Company or any Guarantor under any document or instrument evidencing obligations of an Issuer the Company or such Guarantor to such holder of Notes shall serve to diminish the liability of such Guarantor under this Agreement (including, without limitation, this Section 2322) except to the extent that such holder of Notes finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Guarantor’s right of subrogation against such Issuerthe Company.

No Election. Each holder of Notes shall have the right to seek recourse against each Subsidiary Guarantor to the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant IssuerCompany, to the full extent provided for in this Agreement. Each Subsidiary Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes that are separate and apart from its obligations under this Section 23. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes to proceed in any other form of action or proceeding or against other parties unless such holder of Notes has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes against an Issuer the Company or any Subsidiary Guarantor under any document or instrument evidencing obligations of an Issuer the Company or such Subsidiary Guarantor to such holder of Notes shall serve to diminish the liability of such Subsidiary Guarantor under this Agreement (including, without limitation, this Section 23) except to the extent that such holder of Notes finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Subsidiary Guarantor’s right of subrogation against such Issuer.the Company. UTI Worldwide Inc. Note Purchase Agreement

No Election. Each holder of Notes shall have the right to seek recourse against each any Guarantor to the fullest extent provided for in this Section 23 22 and elsewhere as provided in this Agreement, the Notes and any other Financing Agreement, and against the relevant IssuerCompany, to the full extent provided for in this Agreement, the Notes and such other Financing Agreements. Each Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes that are separate and apart from its their obligations under this Section 2322. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes to proceed in any other form of action or proceeding or against other parties unless such holder of Notes has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes against an Issuer the Company or any Guarantor under any document or instrument evidencing obligations of an Issuer the Company or such Guarantor to such holder of Notes shall serve to diminish the liability of such a Guarantor under this Agreement (including, without limitation, this Section 2322) except to the extent that such holder of Notes finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Guarantor’s 's right of subrogation against such Issuer.the Company. eFUNDS CORPORATION NOTE PURCHASE AGREEMENT

No Election. Each holder of Notes shall have the right to seek recourse against each Subsidiary Guarantor to the fullest extent provided for in this Section 23 and elsewhere as provided in this Agreement, and against the relevant IssuerCompany, to the full extent provided for in this Agreement. Each Subsidiary Guarantor hereby acknowledges that it has other undertakings in this Agreement and running in favor of each of the holders of Notes that are separate and apart from its obligations under this Section 23. No election to proceed in one form of action or proceeding, or against any party, or on any obligation, shall constitute a waiver of the right of such holder of Notes to proceed in any other form of action or proceeding or against other parties unless such holder of Notes has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by any holder of Notes against an Issuer the Company or any Subsidiary Guarantor under any document or instrument evidencing obligations of an Issuer the Company or such Subsidiary Guarantor to such holder of Notes shall serve to diminish the liability of such Subsidiary Guarantor under this Agreement (including, without limitation, this Section 23) except to the extent that such holder of Notes finally and unconditionally shall have realized payment of the Guaranteed Obligations by such action or proceeding, notwithstanding the effect of any such action or proceeding upon such Subsidiary Guarantor’s 's right of subrogation against such Issuerthe Company.