Common use of Offsets, Counterclaims and Defenses Clause in Contracts

Offsets, Counterclaims and Defenses. Any assignee of Bank’s interest in and to this Agreement, the Note and the other Loan Documents shall take the same free and clear of all offsets, counterclaims or defenses which are unrelated to such documents which Borrower or Guarantor may otherwise have against any assignor of such documents, and no such unrelated counterclaim or defense shall be interposed or asserted by Borrower or Guarantor in any action or proceeding brought by any such assignee upon such documents and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate action.

Offsets, Counterclaims and Defenses. Any assignee of BankLender’s interest in and to this Agreement, the Note and the other Loan Documents shall take the same free and clear of all offsets, counterclaims or defenses which are unrelated to such documents which Borrower or Guarantor any other Loan Party may otherwise have against any assignor of such documents, and no such unrelated counterclaim or defense shall be interposed or asserted by Borrower or Guarantor any other Loan Party in any action or proceeding brought by any such assignee upon such documents and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect Borrower and the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionother Loan Parties.

Offsets, Counterclaims and Defenses. Any assignee of Bank’s interest in and to this Agreement, the Note and the other such Loan Documents ----------------------------------- Document from Lender or any successor or assignee of Lender shall take the same free and clear of all offsets, counterclaims counterclaims, or defenses which that are unrelated to such documents Loan Document which Borrower or Guarantor may otherwise have against any assignor of such documentsLoan Document, and no such unrelated counterclaim or defense shall be interposed or asserted by Borrower or Guarantor in any action or proceeding brought by any such assignee upon such documents Loan Document, and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionand Guarantor.

Offsets, Counterclaims and Defenses. Any assignee of Bank’s interest in and to this Agreement, the Note and the other such Loan Documents shall Document from Lender or any successor or assignee of Lender will take the same free and clear of all offsets, counterclaims counterclaims, or defenses which that are unrelated to such documents Loan Document which Borrower or Guarantor may otherwise have against any assignor of such documentsLoan Document, and no such unrelated counterclaim or defense shall be interposed or asserted by Borrower or Guarantor in any action or proceeding brought by any such assignee upon such documents Loan Document, and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionand Guarantor.

Offsets, Counterclaims and Defenses. Any assignee of BankLender’s interest in and to this Agreement, the Note Agreement and the other Loan Documents shall take the same free and clear of all offsets, counterclaims or defenses which are unrelated to such documents which any Borrower or Guarantor any Operating Lessee may otherwise have against any assignor of such documents, and no such unrelated counterclaim or defense shall be interposed or asserted by Borrower one or Guarantor more Borrowers or Operating Lessees in any action or proceeding brought by any such assignee upon such documents and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionBorrowers and Operating Lessees.

Offsets, Counterclaims and Defenses. Any assignee of BankLender’s interest in and to this Agreement, the Note Agreement and the other Loan Documents shall take the same free and clear of all offsets, counterclaims or defenses which are unrelated to such documents which Borrower or Guarantor Operating Lessee may otherwise have against any assignor of such documents, and no such unrelated offset, counterclaim or defense shall be interposed or asserted by Borrower or Guarantor Operating Lessee in any action or proceeding brought by any such assignee upon such documents and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionand Operating Lessee.

Offsets, Counterclaims and Defenses. Any assignee of BankLender’s interest in and to this Agreement, the Note Agreement and the other Loan Documents shall take the same free and clear of all offsets, counterclaims or defenses which are unrelated to such documents which Borrower or and/or Security Guarantor may otherwise have against any assignor of such documents, and no such unrelated counterclaim or defense shall be interposed or asserted by Borrower or and/or Security Guarantor in any action or proceeding brought by any such assignee upon such documents and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionand Security Guarantor.

Offsets, Counterclaims and Defenses. Any assignee of BankLender’s interest in and to this Agreement, the Note Agreement and the other Loan Documents shall take the same free and clear of all offsets, counterclaims or defenses which that are unrelated to such documents which Borrower or Guarantor this Agreement and the other Loan Documents that Borrowers may otherwise have against any assignor of such documents, this Agreement and no the other Loan Documents. No such unrelated counterclaim or defense shall be interposed or asserted by Borrower or Guarantor Borrowers in any action or proceeding brought by any such assignee upon such documents and this Agreement or upon any other Loan Document. Any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such 102 action or proceeding is hereby expressly waived by Borrower; providedBorrowers, however, that unless and to the extent Borrowers would be permanently barred from asserting such waiver shall not prejudice claim in any action or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionproceeding.

Offsets, Counterclaims and Defenses. Any assignee of Bank’s interest in and to this Agreement, the Note and the other such Loan Documents Document from Lender or any successor or assignee of Lender shall take the same free and clear of all offsets, counterclaims counterclaims, or defenses which that are unrelated to such documents Loan Document which Borrower or Guarantor may otherwise have against any assignor of such documentsLoan Document, and no such unrelated counterclaim or defense shall be interposed or asserted by Borrower or Guarantor in any action or proceeding brought by any such assignee upon such documents Loan Document, and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionand Guarantor.

Offsets, Counterclaims and Defenses. Any assignee of BankLender’s interest in and to this Agreement, the any Note and the other Loan Documents shall take the same free and clear of all offsets, counterclaims or defenses which are unrelated to such documents which Borrower or Guarantor Operating Lessee may otherwise have against any assignor of such documents, and no such unrelated counterclaim or defense shall be interposed or asserted by Borrower or Guarantor Operating Lessee in any action or proceeding brought by any such assignee upon such documents and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionand Operating Lessee.

Offsets, Counterclaims and Defenses. Any assignee of BankLender’s interest in and to this Agreement, the Note Agreement and the other Loan Documents shall take the same free and clear of all offsets, counterclaims or defenses which are unrelated to such documents which Borrower or Guarantor Op Co Pledgor may otherwise have against any assignor of such documents, and no such unrelated offset, counterclaim or defense shall be interposed or asserted by Borrower or Guarantor Op Co Pledgor in any action or proceeding brought by any such assignee upon such documents and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by Borrower; provided, however, that such waiver shall not prejudice or otherwise affect the ability of Borrower to bring any such claim, or raise any such defense, in a separate actionand Operating Lessee.