Common use of Real Property Security Clause in Contracts

Real Property Security. Subsidiary Guarantors agree that, if all or a portion of the Guarantied Obligations are at any time secured by a deed of trust or mortgage covering interests in real property, Administrative Agent or its designee, in its sole discretion, without notice or demand and without affecting the liability of the Subsidiary Guarantors under this Subsidiary Guaranty, may foreclose, pursuant to the terms of the Loan Documents or otherwise, on such deed of trust or mortgage and the interests in real property secured thereby by nonjudicial or other sale. The Subsidiary Guarantors understand that the exercise by Banks or Administrative Agent, or any of them, of certain rights and remedies contained in the Credit Agreement and such deed of trust or mortgage may affect or eliminate Subsidiary Guarantors' right of subrogation against Borrower and that the Subsidiary Guarantors may therefore incur a partially or totally nonreimbursable liability hereunder. Nevertheless, the Subsidiary Guarantors hereby authorize and empower Administrative Agent and any Bank to exercise, in its sole discretion, any rights and remedies, or any combination thereof, which may then be available, since it is the intent and purpose of the Subsidiary Guarantors that the obligations hereunder shall be absolute, independent and unconditional under any and all circumstances. Notwithstanding any foreclosure of the lien of such deed of trust or mortgage with respect to any or all real or personal property secured thereby, whether by the exercise of the power of sale contained therein, by an action for judicial foreclosure or by an acceptance of a deed in lieu of foreclosure, the Subsidiary Guarantors shall remain bound under this Subsidiary Guaranty, including its obligation to pay any deficiency after a nonjudicial foreclosure.

Real Property Security. Subsidiary Guarantors agree that, if all or a portion of Guarantor agrees that the Guarantied Obligations are at any time secured by a deed of trust or mortgage covering interests in real property, Administrative Agent or its designeeSecured Parties, in its their sole discretion, without notice or demand and without affecting the liability of the Subsidiary Guarantors Guarantor under this Subsidiary Guaranty, may foreclose, foreclose pursuant to the terms of the Loan Documents Intercreditor Agreement or otherwise, otherwise on such deed the deeds of trust or mortgage and mortgages securing the Indebtedness and the interests in real property secured thereby by nonjudicial or other sale. The Subsidiary Guarantors understand Guarantor understands that the exercise by Banks or Administrative Agent, or any of them, the Secured Parties of certain rights and remedies contained in the Credit Intercreditor Agreement and any such deed of trust or mortgage may affect or eliminate Subsidiary Guarantors' Guarantor's right of subrogation against Borrower Huntway and that the Subsidiary Guarantors Guarantor may therefore incur a partially or totally nonreimbursable non-reimbursable liability hereunder. Nevertheless, Guarantor hereby authorizes and empowers the Subsidiary Guarantors hereby authorize and empower Administrative Agent and any Bank Secured Parties to exercise, in its sole discretion, any rights and remedies, or any combination thereof, which may then be available, since it is the intent and purpose of the Subsidiary Guarantors Guarantor that the obligations hereunder shall be absolute, independent and unconditional under any and all circumstances. Without limiting the generality of the foregoing, Guarantor waives all rights and defenses arising out of an election of remedies by the Secured Parties, even though that election of remedies, such as a nonjudicial foreclosure with respect to security for the Indebtedness, has destroyed the Guarantor's rights of subrogation and reimbursement against Huntway by the operation of Section 580d of the Code of Civil Procedure, or otherwise. Notwithstanding any foreclosure of the lien of such any deed of trust or mortgage security agreement with respect to any or all of any deed of trust or security agreement with respect to any or all of any real or personal property secured thereby, whether by the exercise of the power of sale contained therein, by an action for judicial foreclosure or by an acceptance of a deed in lieu of foreclosure, the Subsidiary Guarantors Guarantor shall remain bound under this Subsidiary Guaranty, Guaranty including its obligation to pay any deficiency after under a nonjudicial foreclosure.

Real Property Security. Subsidiary Guarantors agree that, if all or a portion of Guarantor agrees that the Guarantied Obligations are at any time secured by a deed of trust or mortgage covering interests in real property, Administrative Agent or its designeeSecured Parties, in its their sole discretion, without notice or demand and without affecting the liability of the Subsidiary Guarantors Guarantor under this Subsidiary Guaranty, may foreclose, foreclose pursuant to the terms of the Loan Documents Intercreditor Agreement or otherwise, otherwise on such deed the deeds of trust or mortgage and mortgages securing the Indebtedness and the interests in real property secured thereby by nonjudicial or other sale. The Subsidiary Guarantors understand Guarantor understands that the exercise by Banks or Administrative Agent, or any of them, the Secured Parties of certain rights and remedies contained in the Credit Intercreditor Agreement and any such deed of trust or mortgage may affect or eliminate Subsidiary Guarantors' Guarantor's right of subrogation against Borrower Huntway and that the Subsidiary Guarantors Guarantor may therefore incur a partially or totally nonreimbursable non-reimbursable liability hereunder. Nevertheless, the Subsidiary Guarantors Guarantor hereby authorize authorizes and empower Administrative empowers Collateral Agent and any Bank to exercise, in its sole discretion, any rights and remedies, or any combination thereof, which may then be available, since it is the intent and purpose of the Subsidiary Guarantors Guarantor that the obligations hereunder shall be absolute, independent and unconditional under any and all circumstances. Without limiting the generality of the foregoing, Guarantor waives all rights and defenses arising out of an election of remedies by the Secured Parties, even though that election of remedies, such as a nonjudicial foreclosure with respect to security for the Indebtedness, has destroyed the Guarantor's rights of subrogation and reimbursement against Huntway by the operation of Section 580d of the Code of Civil Procedure, or otherwise. Notwithstanding any foreclosure of the lien of such any deed of trust or mortgage security agreement with respect to any or all of any deed of trust or security agreement with respect to any or all of any real or personal property secured thereby, whether by the exercise of the power of sale contained therein, by an action for judicial foreclosure or by an acceptance of a deed in lieu of foreclosure, the Subsidiary Guarantors Guarantor shall remain bound under this Subsidiary Guaranty, Guaranty including its obligation to pay any deficiency after under a nonjudicial foreclosure.

Real Property Security. Subsidiary Guarantors agree that, if all or a portion of The Guarantor agrees that the Guarantied Obligations are at any time secured by a deed of trust or mortgage covering interests in real property, Administrative Agent or its designee, in its sole discretion, without notice or demand and without affecting the liability of the Subsidiary Guarantors Guarantor under this Subsidiary GuarantyGuarantee, may foreclose, pursuant to the terms of the Loan Documents or otherwiseand/or applicable law, on such deed of trust or mortgage any mortgages and the interests in real property secured thereby by nonjudicial or other sale. The Subsidiary Guarantors understand Guarantor understands that the exercise by Banks any Guaranteed Party or Administrative the Agent, or any of them, of certain rights and remedies contained in the Credit Agreement and such deed of trust or mortgage may affect or eliminate Subsidiary Guarantors' the Guarantor's right of subrogation and reimbursement against Borrower the Borrowers and any other Obligors and that the Subsidiary Guarantors Guarantor may therefore incur a partially or totally nonreimbursable liability hereunder. Nevertheless, the Subsidiary Guarantors Guarantor hereby authorize authorizes and empower Administrative Agent empowers the Agent, any Lender and any Bank the Letter of Credit Issuer to exercise, in its sole discretion, any rights and remedies, or any combination thereof, which may then be available, since it is the intent and purpose of the Subsidiary Guarantors Guarantor that the obligations hereunder shall be absolute, independent and unconditional under any and all circumstances. The Guarantor waives all rights and defenses arising out of an election of remedies by the Guaranteed Parties, even though that election of remedies, such as a nonjudicial foreclosure with respect to security for a Guaranteed Obligation, has destroyed the Guarantor's rights of subrogation and reimbursement against any Borrower or other Obligor by the operation of law or otherwise. Notwithstanding any foreclosure of the lien of such deed of trust or any mortgage with respect to any or all real or personal property secured thereby, whether by the exercise of the any power of sale contained therein, by an action for judicial foreclosure or by an acceptance of a deed in lieu of foreclosure, the Subsidiary Guarantors Guarantor shall remain bound under this Subsidiary GuarantyGuarantee, including its obligation to pay any deficiency after a nonjudicial foreclosure.

Real Property Security. Subsidiary Guarantors agree Guarantor agrees that, if all or a portion of the Guarantied Obligations are at any time secured by a deed of trust or mortgage covering interests in real property, Administrative Agent or its designee, in its sole discretion, without notice or demand and without affecting the liability of the Subsidiary Guarantors Guarantor under this Subsidiary Guaranty, may foreclose, pursuant to the terms of the Loan Documents or otherwise, on such deed of trust or mortgage and the interests in real property secured thereby by nonjudicial or other sale. The Subsidiary Guarantors understand Guarantor understands that the exercise by Banks or Administrative Agent, or any of them, of certain rights and remedies contained in the Credit Agreement and such deed of trust or mortgage may affect or eliminate Subsidiary Guarantors' Guarantor's right of subrogation against Borrower and that the Subsidiary Guarantors Guarantor may therefore incur a partially or totally nonreimbursable liability hereunder. Nevertheless, the Subsidiary Guarantors Guarantor hereby authorize authorizes and empower Administrative empowers Agent and any Bank to exercise, in its sole discretion, any rights and remedies, or any combination thereof, which may then be available, since it is the intent and purpose of the Subsidiary Guarantors Guarantor that the obligations hereunder shall be absolute, independent and unconditional under any and all circumstances. Notwithstanding any foreclosure of the lien of such deed of trust or mortgage with respect to any or all real or personal property secured thereby, whether by the exercise of the power of sale contained therein, by an action for judicial foreclosure or by an acceptance of a deed in lieu of foreclosure, the Subsidiary Guarantors Guarantor shall remain bound under this Subsidiary Guaranty, including its obligation to pay any deficiency after a nonjudicial foreclosure.

Real Property Security. Subsidiary Guarantors agree Each Guarantor agrees that, if all or a portion of the Guarantied Obligations are at any time secured by a deed of trust or mortgage covering interests in real property, Administrative Agent Lender or its designee, in its sole discretion, without notice or demand and without affecting the liability of the Subsidiary Guarantors any Guarantor under this Subsidiary Guaranty, may foreclose, pursuant to the terms of the Loan Credit Documents or otherwise, on such deed of trust or mortgage and the interests in real property secured thereby by nonjudicial or other sale. The Subsidiary Guarantors understand Each Guarantor understands (i) that the exercise by Banks or Administrative AgentLender, or any of them, of certain rights and remedies contained in the Credit Agreement and Borrowers, or any of them, such deed of trust or mortgage mortgage, including the right to conduct such a nonjudicial foreclosure sale, may affect or eliminate Subsidiary Guarantors' such Guarantor's right of subrogation against Borrower and Borrowers, or any of them, (ii) that the Subsidiary Guarantors such Guarantor may therefore incur a partially or totally nonreimbursable liability hereunder, and (iii) that such actions by Lender that affect or eliminate such right of subrogation may give rise to a defense by such Guarantor to any liability under this Guaranty, absent a waiver of such defense by such Guarantor. Nevertheless, the Subsidiary Guarantors each Guarantor hereby authorize waives any such defense and empower Administrative Agent hereby authorizes and any Bank empowers Lender to exercise, in its sole discretion, any rights and remedies, or any combination thereof, which may then be available, since it is the intent and purpose of the Subsidiary Guarantors each Guarantor that the obligations hereunder shall be absolute, independent and unconditional under any and all circumstances. To the extent permitted by law, without limiting the generality of the foregoing, if and to the extent found applicable, each Guarantor hereby expressly waives any and all benefits under California Code of Civil Procedure Sections 580a, 580d and 726. Notwithstanding any foreclosure of the lien of such deed of trust or mortgage with respect to any or all real or personal property secured thereby, whether by the exercise of the power of sale contained therein, by an action for judicial foreclosure or by an acceptance of a deed in lieu of foreclosure, the Subsidiary Guarantors each Guarantor shall remain bound under this Subsidiary Guaranty, including its obligation to pay any deficiency after a nonjudicial foreclosure, even though such Guarantor may have no right of subrogation against Borrowers, or any of them, as a result thereof.