Common use of Reservation of Defenses; Disputes Under the Agreement Clause in Contracts

Reservation of Defenses; Disputes Under the Agreement. (a) In furtherance of the provision in Section 1 hereof that the Guarantor is a primary obligor and not a surety, the Guarantor agrees that it will remain bound upon this Guaranty notwithstanding any defenses which, pursuant to the laws of suretyship, would relieve a guarantor of its obligations under a guaranty. Notwithstanding anything to the contrary in this Guaranty, the Guarantor does reserve the right to assert defenses which the Counterparty may have to payment of any Guaranteed Obligation other than defenses arising from the bankruptcy or insolvency of the Counterparty and other defenses expressly waived in this Guaranty; provided, however, if a defense has been asserted by the Counterparty with respect to any particular demand for payment by the Beneficiary under the Agreement and, as a result of such assertion, a dispute arose between the Counterparty and the Beneficiary under the Agreement which has been resolved in accordance with the dispute resolution provisions under the Agreement, then the Guarantor shall not have the right to assert the same defense with respect to a demand for payment under this Guaranty of the amount that had been the subject of such resolved dispute.

Reservation of Defenses; Disputes Under the Agreement. (a) In furtherance of the provision in Section 1 hereof that the Guarantor is a primary obligor and not a surety, the Guarantor agrees that it will remain bound upon this Guaranty notwithstanding any defenses which, pursuant to the laws of suretyship, would relieve a guarantor of its obligations under a guaranty. Notwithstanding anything to the contrary in this Guaranty, the Guarantor does reserve the right to assert defenses which the Counterparty may have to payment or performance of any Guaranteed Obligation other than defenses arising from the bankruptcy or insolvency of the Counterparty and other defenses expressly waived in this Guaranty; provided, however, if a defense has been asserted by the Counterparty with respect to any particular demand for payment or performance by the Beneficiary under the Agreement and, as a result of such assertion, a dispute arose between the Counterparty and the Beneficiary under the Agreement which has been resolved in accordance with the dispute resolution provisions under the Agreement, then the Guarantor shall not have the right to assert the same defense with respect to a demand for payment of the amount or performance of the act under this Guaranty of the amount that had been the subject of such resolved dispute.