Common use of Suretyship Waivers Clause in Contracts

Suretyship Waivers. The Borrowers shall be jointly and severally liable for all obligations hereunder. Each Borrower hereby expressly waives (a) diligence, presentment, demand for payment, protest, benefit of any statute of limitations affecting such Borrower's liability under the Loan Documents; (b) discharge due to any disability of any Borrower; (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms of the Loan Documents or from a material breach thereof by Lender which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) any right it may have to require Lender to disclose to it any information that Lender may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; (ii) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now or hereafter existing for all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:

Suretyship Waivers. The Borrowers shall be jointly and severally liable for all obligations hereunder. Each Borrower hereby expressly waives (a) diligence, presentment, demand for payment, protest, benefit of any statute of limitations affecting such Borrower's liability under this Agreement or the Loan Documents; (b) discharge due to any disability of any Borrower; (c) any defenses of any Borrower to obligations under this Agreement or the Loan Documents not arising under the express terms of this Agreement or the Loan Documents or from a material breach thereof by Lender Agent of the Lenders which under applicable law has the effect of discharging any Borrower from the Obligations obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender Agent of the Lenders which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including including, without limitation, notice of acceptance of the incurring of the ObligationsIndebtedness; (f) any right it may have to require Lender the Agent of the Lenders to disclose to it any information that Lender the Agent or the Lenders may now or hereafter acquire concerning the financial condition or any circumstances circumstance that bears on the risk of nonpayment by any other Borrower, including including, without limitation, the release of such other Borrower from its Obligations hereunderthe Indebtedness; and (g) any requirement that Lender the Agent of the Lenders exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the ObligationsIndebtedness, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender the Agent or the Lenders (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the ObligationsIndebtedness; (ii) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now or hereafter existing for all or any part of the ObligationsIndebtedness; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part party of the ObligationsIndebtedness; (v) exercise or assert any other right or remedy to which the Agent or any Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this AgreementAgreement or the Loan Documents. WITHOUT LIMITING THE FOREGOING IN ANY WAYWithout limiting the foregoing in any way, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASESeach Borrower hereby irrevocably waives and releases:

Suretyship Waivers. The Borrowers 7.12.1 Mortgagor agrees that its obligations hereunder are irrevocable, absolute, independent and unconditional and shall not be jointly affected by any circumstance which constitutes a legal or equitable discharge of a guarantor or surety other than payment and severally liable performance in full of the Obligations. In furtherance of the foregoing and without limiting the generality thereof, each Loan Party agrees as follows: (i) Lender may from time to time, without notice or demand and without affecting the validity or enforceability of this Agreement or giving rise to any limitation, impairment or discharge of such Loan Party's liability hereunder, (A) renew, extend, accelerate or otherwise change the time, place, manner or terms of payment of the Obligations, (B) settle, compromise, release or discharge, or accept or refuse any offer of performance with respect to, or substitutions for, the Obligations or any agreement relating thereto and/or subordinate the payment of the same to the payment of any other obligations, (C) request and accept guaranties of the Obligations and take and hold other security for all obligations hereunder. Each Borrower hereby expressly waives the payment of the Obligations, (aD) diligencerelease, presentmentexchange, demand compromise, subordinate or modify, with or without consideration, any other security for paymentpayment of the Obligations, protestany guaranties of the Obligations, or any other obligation of any Person with respect to the Obligations, (E) enforce and apply any other security now or hereafter held by or for the benefit of Lender in respect of the Obligations and direct the order or manner of sale thereof, or exercise any statute other right or remedy that Lender may have against any such security, as Lenders in their discretion may determine consistent with this Agreement and any other Loan Document including foreclosure on any such security pursuant to one or more judicial or nonjudicial sales, whether or not every aspect of limitations affecting any such Borrower's liability sale is commercially reasonable, and (F) exercise any other rights available to Lender under the Loan Documents, at law or in equity; and (bii) discharge due this Agreement and the obligations of each Loan Party hereunder shall be valid and enforceable and shall not be subject to any disability of limitation, impairment or discharge for any Borrower; reason (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms other than payment in full of the Loan Documents or from a material breach thereof by Lender which under applicable law has Obligations), including without limitation the effect occurrence of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations following, whether or not any Loan Party shall have had notice or knowledge of any of them: (A) any failure to assert or enforce or agreement not to assert or enforce, or the stay or enjoining, by order of court, by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) exercise or enforcement of, any right it may have to require Lender to disclose to it any information that Lender may now claim or hereafter acquire concerning the financial condition demand or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender exhaust any right, power or remedy or proceed against any other Borrower with respect to the Obligations or any agreement relating thereto, or with respect to any guaranty of or other security forfor the payment of the Obligations, (B) any waiver, amendment or any guarantor modification of, or any consent to departure from, any of the terms or provisions (including without limitation provisions relating to events of default) of the Credit Agreement, any of the other party liable forLoan Documents or any agreement or instrument executed pursuant thereto, or of any guaranty or other security for the Obligations, (C) the Obligations, or any agreement relating thereto, at any time being found to be illegal, invalid or unenforceable in any respect, (D) the application of payments received from any source to the payment of indebtedness other than the Obligations, even though Lender might have elected to apply such payment to any part or all of the Obligations, (E) any failure to perfect or continue perfection of a security interest in any other collateral which secures any of the Obligations, (F) any defenses, set-offs or counterclaims which any portion thereof. Each Borrower specifically agrees that it shall not be necessary other Loan Party may allege or required, and Borrowers shall not be entitled to require, that Lender (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part Lender in respect of the Obligations; , including but not limited to failure of consideration, breach of warranty, payment, statute of frauds, statute of limitations, accord and satisfaction and usury, and (iiG) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now act or hereafter existing for all thing or omission, or delay to do any part other act or thing, which may or might in any manner or to any extent vary the risk of any Loan Party as an obligor in respect of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:.

Suretyship Waivers. The Borrowers shall be jointly Borrower and severally liable for Guarantor hereby expressly waive any right to compel Lender to sue or enforce payment of any and all obligations indebtedness of the Borrower axx Guarantor hereunder. Each The Borrower and Guarantor hereby expressly waives (a) diligence, presentment, protect, notice, demand for payment, protest, benefit or action on delinquency in respect of any statute such indebtedness or liability. No invalidity, irregularity or unenforceability, by reason of limitations affecting any bankruptcy or similar law, any law or order of any government or agency thereof purporting to reduce, amend or otherwise affect any indebtedness or liability of the Borrower or Guarantor, shall affect, impair or be a defense to the obligations of the Borrower or Guarantor hereunder unless such Borrower's liability under invalidity, irregularity or unenforceability is also applicable to such Borrower or Guarantor. Without, in any manner, limiting the Loan Documents; (b) discharge due generality of the foregoing, Borrower and Guarantor agree that Lender may from time to time extend any accommodations to the Borrower and Guarantor, consent to any disability of any Borrower; (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms action or non-action of the Loan Documents Borrower and Guarantor which, in the absence of such consent, violates or from a material breach thereof by Lender which under applicable law has may violate this Agreement, with or without consideration, on such terms and conditions as may be acceptable to Lender, without in any manner affecting or impairing or varying the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender which directly or indirectly results in or aids the discharge of any Borrower from any liability of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) Borrower and Guarantor hereunder. The Borrower and Guarantor waive any right it may have to require Lender to disclose proceed against the Borrower and Guarantor, to it proceed against, seek or exhaust any information that Collateral or other security held from the Borrower or the Guarantor or to pursue any remedy in Lender's power whatsoever. Lender may now or hereafter acquire concerning may, in its sole discretion, release the financial condition or Borrower and Guarantor from any circumstances that bears on and all liability hereunder, take additional collateral from the risk of nonpayment by Borrower and Guarantor and/or release collateral from any other Borrower, including without affecting the release liability of such the Borrower and Guarantor hereunder. The obligations of the Borrower and Guarantor hereunder and under the other Borrower from its Obligations hereunder; and Loan Documents shall continue to be effective or be reinstated (gas the case may be) if at any requirement that Lender exhaust any right, power or remedy or proceed against any other time payment by the Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; (ii) make any effort at collection or enforcement Guarantor of all or any part of the Obligations from any Borrower; (iii) foreclose against liabilities or seek indebtedness owing to realize Lender is rescinded or must otherwise be returned by Lender, including, without limitation, upon the Collateral insolvency, bankruptcy or any other security now or hereafter existing for all or any part reorganization of the Obligations; (iv) file suit Borrower and Guarantor or proceed otherwise, all as though such payment to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:had not been made.

Suretyship Waivers. The Borrowers shall be jointly Member agrees that any Lender may at any time and severally liable for all obligations hereunder. Each Borrower hereby expressly waives from time to time, without the Member’s consent, and without notice, do any one or more of the following in such Lender’s sole and absolute discretion, and without affecting the subordination provided hereby: (a) diligencerenew, presentmentaccelerate, demand extend the time for paymentpayment of, protestor increase the amount of the Financing, benefit of any statute guarantors of limitations affecting such Borrower's liability under the Loan Documentsobligations of the Company, or of any other party at any time directly or contingently liable for the payment of any Financing; (b) discharge due grant any other indulgence to any disability of any Borrower; (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms of the Loan Documents or from a material breach thereof by Lender which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement Company or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender which directly or indirectly results person in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) any right it may have to require Lender to disclose to it any information that Lender may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; (ii) make any effort at collection or enforcement respect of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral Financing or any other security now matter; (c) amend, alter or hereafter existing for change in any respect whatsoever any term or provision relating to all or any part of the ObligationsFinancing, including the rate of interest thereon or any covenants contained therein; (ivd) file suit substitute or proceed add, or take any action or omit to obtain take any action which results in the release of any one or assert a claim for personal judgment against any Borrower more endorsers or any guarantor or other party liable for guarantors of all or any part of the ObligationsFinancing; (ve) exercise apply any sums received from the Company or assert from the disposition of any collateral to any portion of the indebtedness owed to such Lender by the Company or secured by such collateral in such manner and order as such Lender determines in its sole discretion, and regardless of whether such indebtedness is part of the Financing, is secured, or is due and payable; (f) permit the Company to use proceeds of the collateral for any purpose; (g) make loans or advances or other credit accommodations to the Company secured in whole or in part by collateral or refrain from making any such loans or advances or credit accommodations; (h) accept partial payments of, compromise or settle, refuse to enforce, or release all or any parties to, all or any part of the Financing or any guaranty thereof; (i) settle, release (by operation of law or otherwise), compound, compromise, collect or liquidate any part of the Financing or any collateral therefor, or guaranty thereof, in any manner permitted by applicable law; (j) accept, release, waive, surrender, enforce, exchange, modify, impair, or extend the time for the performance, discharge, or payment of, any and all property of any kind securing all or any part of the Financing or any guaranty of all or any part of the Financing, or on which such Lender at any time may have a lien, or refuse to enforce their rights or make any compromise or settlement or agreement therefor in respect of any or all of such property, or (k) fail to perfect, subordinate or terminate any lien securing the Financing or any other right indebtedness owed to Lender. The Lenders are not under and shall not hereafter be under any obligation to marshal any assets in favor of the Member, or remedy to which Lender is against or may be entitled in connection with the Obligations payment of all or any security or guaranty relating thereto to assert; or (vi) file part of the Financing, and may proceed against any claim against assets of one Borrower before or the Collateral in such order and manner as a condition of enforcing the liability of they elect. Member waives any other Borrower rights that it may have under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAYCalifornia Civil Code sections 2787 through 2855, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:inclusive, 2899 and 3433.

Suretyship Waivers. The Borrowers 8.14.1 Each Loan Party agrees that its obligations hereunder are irrevocable, absolute, independent and unconditional and shall not be jointly affected by any circumstance which constitutes a legal or equitable discharge of a guarantor or surety other than payment and severally liable performance in full of the Obligations. In furtherance of the foregoing and without limiting the generality thereof, each Loan Party agrees as follows: (i) Lender may from time to time, without notice or demand and without affecting the validity or enforceability of this Agreement or giving rise to any limitation, impairment or discharge of such Loan Party's liability hereunder, (A) renew, extend, accelerate or otherwise change the time, place, manner or terms of payment of the Obligations, (B) settle, compromise, release or discharge, or accept or refuse any offer of performance with respect to, or substitutions for, the Obligations or any agreement relating thereto and/or subordinate the payment of the same to the payment of any other obligations, (C) request and accept guaranties of the Obligations and take and hold other security for all obligations hereunder. Each Borrower hereby expressly waives the payment of the Obligations, (aD) diligencerelease, presentmentexchange, demand compromise, subordinate or modify, with or without consideration, any other security for paymentpayment of the Obligations, protestany guaranties of the Obligations, or any other obligation of any Person with respect to the Obligations, (E) enforce and apply any other security now or hereafter held by or for the benefit of Lender in respect of the Obligations and direct the order or manner of sale thereof, or exercise any statute other right or remedy that Lender may have against any such security, as Lenders in their discretion may determine consistent with this Agreement and any other Loan Document including foreclosure on any such security pursuant to one or more judicial or nonjudicial sales, whether or not every aspect of limitations affecting any such Borrower's liability sale is commercially reasonable, and (F) exercise any other rights available to Lender under the Loan Documents, at law or in equity; and (bii) discharge due this Agreement and the obligations of each Loan Party hereunder shall be valid and enforceable and shall not be subject to any disability of limitation, impairment or discharge for any Borrower; reason (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms other than payment in full of the Loan Documents or from a material breach thereof by Lender which under applicable law has Obligations), including without limitation the effect occurrence of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations following, whether or not any Loan Party shall have had notice or knowledge of any of them: (A) any failure to assert or enforce or agreement not to assert or enforce, or the stay or enjoining, by order of court, by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) exercise or enforcement of, any right it may have to require Lender to disclose to it any information that Lender may now claim or hereafter acquire concerning the financial condition demand or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender exhaust any right, power or remedy or proceed against any other Borrower with respect to the Obligations or any agreement relating thereto, or with respect to any guaranty of or other security forfor the payment of the Obligations, (B) any waiver, amendment or any guarantor modification of, or any consent to departure from, any of the terms or provisions (including without limitation provisions relating to events of default) of the Credit Agreement, any of the other party liable forLoan Documents or any agreement or instrument executed pursuant thereto, or of any guaranty or other security for the Obligations, (C) the Obligations, or any agreement relating thereto, at any time being found to be illegal, invalid or unenforceable in any respect, (D) the application of payments received from any source to the payment of indebtedness other than the Obligations, even though Lender might have elected to apply such payment to any part or all of the Obligations, (E) any failure to perfect or continue perfection of a security interest in any other collateral which secures any of the Obligations, (F) any defenses, set-offs or counterclaims which any portion thereof. Each Borrower specifically agrees that it shall not be necessary other Loan Party may allege or required, and Borrowers shall not be entitled to require, that Lender (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part Lender in respect of the Obligations; , including but not limited to failure of consideration, breach of warranty, payment, statute of frauds, statute of limitations, accord and satisfaction and usury, and (iiG) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now act or hereafter existing for all thing or omission, or delay to do any part other act or thing, which may or might in any manner or to any extent vary the risk of any Loan Party as an obligor in respect of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:.

Suretyship Waivers. The Borrowers shall be jointly and severally liable for all obligations hereunder. 13.1 Each Borrower hereby expressly waives (a) diligence, presentment, demand for payment, protest, benefit of any statute of limitations affecting such Borrower's ’s liability under the Loan Documents; (b) discharge due to any disability of any Borrower; (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms of the Loan Documents or from a material breach thereof by Lender Bank which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender Bank which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) any right it may have to require Lender Bank to disclose to it any information that Lender Bank may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender Bank exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender Bank (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; (ii) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now or hereafter existing for all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender Bank is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. Without limiting the generality of the foregoing, each Borrower expressly waives the benefit of California Civil Code Sections 2809, 2810, 2819, 2839, 2845, 2848, 2849, 2850, 2899 and 1432. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:

Suretyship Waivers. The Borrowers 8.14.1 Each Loan Party agrees that its obligations hereunder are irrevocable, absolute, independent and unconditional and shall not be jointly affected by any circumstance which constitutes a legal or equitable discharge of a guarantor or surety other than payment and severally liable performance in full of the Obligations. In furtherance of the foregoing and without limiting the generality thereof, each Loan Party agrees as follows: (i) Agent may from time to time, without notice or demand and without affecting the validity or enforceability of this Agreement or giving rise to any limitation, impairment or discharge of such Loan Party's liability hereunder, (A) renew, extend, accelerate or otherwise change the time, place, manner or terms of payment of the Obligations, (B) settle, compromise, release or discharge, or accept or refuse any offer of performance with respect to, or substitutions for, the Obligations or any agreement relating thereto and/or subordinate the payment of the same to the payment of any other obligations, (C) request and accept guaranties of the Obligations and take and hold other security for all obligations hereunder. Each Borrower hereby expressly waives the payment of the Obligations, (aD) diligencerelease, presentmentexchange, demand compromise, subordinate or modify, with or without consideration, any other security for paymentpayment of the Obligations, protestany guaranties of the Obligations, or any other obligation of any Person with respect to the Obligations, (E) enforce and apply any other security now or hereafter held by or for the benefit of Lenders in respect of the Obligations and direct the order or manner of sale thereof, or exercise any statute other right or remedy that Agent may have against any such security, as Lenders in their discretion may determine consistent with this Agreement and any other Loan Document including foreclosure on any such security pursuant to one or more judicial or nonjudicial sales, whether or not every aspect of limitations affecting any such Borrower's liability sale is commercially reasonable, and (F) exercise any other rights available to Agent under the Loan Documents, at law or in equity; and (bii) discharge due this Agreement and the obligations of each Loan Party hereunder shall be valid and enforceable and shall not be subject to any disability of limitation, impairment or discharge for any Borrower; reason (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms other than payment in full of the Loan Documents or from a material breach thereof by Lender which under applicable law has Obligations), including without limitation the effect occurrence of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations following, whether or not any Loan Party shall have had notice or knowledge of any of them: (A) any failure to assert or enforce or agreement not to assert or enforce, or the stay or enjoining, by order of court, by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) exercise or enforcement of, any right it may have to require Lender to disclose to it any information that Lender may now claim or hereafter acquire concerning the financial condition demand or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender exhaust any right, power or remedy or proceed against any other Borrower with respect to the Obligations or any agreement relating thereto, or with respect to any guaranty of or other security forfor the payment of the Obligations, (B) any waiver, amendment or any guarantor modification of, or any consent to departure from, any of the terms or provisions (including without limitation provisions relating to events of default) of this Agreement, any of the other party liable forLoan Documents or any agreement or instrument executed pursuant thereto, or of any guaranty or other security for the Obligations, (C) the Obligations, or any agreement relating thereto, at any time being found to be illegal, invalid or unenforceable in any respect, (D) the application of payments received from any source to the payment of indebtedness other than the Obligations, even though Agent might have elected to apply such payment to any part or all of the Obligations, (E) any failure to perfect or continue perfection of a security interest in any other collateral which secures any of the Obligations, (F) any defenses, set-offs or counterclaims which any portion thereof. Each Borrower specifically agrees that it shall not be necessary other Loan Party may allege or required, and Borrowers shall not be entitled to require, that Lender (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part Lender in respect of the Obligations; , including but not limited to failure of consideration, breach of warranty, payment, statute of frauds, statute of limitations, accord and satisfaction and usury, and (iiG) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now act or hereafter existing for all thing or omission, or delay to do any part other act or thing, which may or might in any manner or to any extent vary the risk of any Loan Party as an obligor in respect of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:.

Suretyship Waivers. The Borrowers shall be jointly and severally liable for all obligations hereunder. Each Borrower hereby expressly waives (a) diligence, presentment, demand for payment, protest, benefit of any statute of limitations affecting such Borrower's ’s liability under the Loan Documents; (b) discharge due to any disability of any Borrower; (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms of the Loan Documents or from a material breach thereof by Lender the L/C Guarantors which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender the L/C Guarantors which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) any right it may have to require Lender the L/C Guarantors to disclose to it any information that Lender the L/C Guarantors may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender the L/C Guarantors exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender the L/C Guarantors (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; (ii) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now or hereafter existing for all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is the L/C Guarantors are or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:

Suretyship Waivers. The Borrowers This mortgage secures an obligation of payment and not of collection, and the Grantor agrees that the Lender's recourse on this Mortgage shall be jointly and severally liable for all obligations hereunderimmediate at any time after the Liabilities or any part thereof have not been paid when due (whether by acceleration or otherwise) or the Grantor or the Borrower has defaulted or otherwise failed to perform when due any of its obligations, covenants, representations or warranties to the Lender. Each The Lender's rights under this Mortgage shall not be contingent upon the exercise or enforcement by the Lender of whatever remedies it may have against the Borrower hereby expressly waives (a) diligenceor others, presentment, demand for payment, protest, benefit or the enforcement of any statute other lien or realization upon any other security or collateral the Lender may at any time possess. Any one or more successive and/or concurrent actions may be brought hereon against Grantor either in the same action, if any, brought against Borrower or in separate actions, as often as the Lender, in its sole discretion, may deem advisable. No election to proceed in one form of limitations affecting such Borrower's liability under the Loan Documents; (b) discharge due to action or proceeding, or against any disability of party, or on any Borrower; (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms obligation, shall constitute a waiver of the Loan Documents Lender's right to proceed in any other form of action or from a material breach thereof proceeding or against other parties unless the Lender has expressly waived such right in writing. Specifically, but without limiting the generality of the foregoing, no action or proceeding by the Lender which against Borrower under applicable law has any document or instrument evidencing or securing the Liabilities shall serve to diminish the rights of the Lender under this Mortgage, except to the extent the Lender realizes payment by such action or proceeding, notwithstanding the effect of discharging any Borrower from the Obligations as to which this Agreement such action or any other Loan Document is sought to be enforced; (d) the benefit proceeding upon Grantor's right of any act or omission by Lender which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) any right it may have to require Lender to disclose to it any information that Lender may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other subrogation against Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; (ii) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now or hereafter existing for all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:if any.

Suretyship Waivers. The Borrowers shall be jointly and severally liable for all obligations hereunder. Each Borrower hereby expressly waives (aA) diligence, presentment, demand for payment, protest, benefit of any statute of limitations affecting such Borrower's ’s liability under the Loan Documents; (bB) discharge due to any disability of any Borrower; (cC) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms of the Loan Documents or from a material breach thereof by Lender Borrower which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (dD) the benefit of any act or omission by Lender Borrower which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (eE) except as expressly provided herein, all notices whatsoever, including including, without limitation, notice of acceptance of the incurring of the Obligations; (fF) any right it may have to require Lender Borrower to disclose to it any information that Lender Borrower may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including including, without limitation, the release of such other Borrower from its Obligations hereunder; and (gG) any requirement that Lender Borrower exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender Borrower (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; (ii) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now or hereafter existing for all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender Borrower is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this AgreementAgreement or the Notes. Without limiting the generality of the foregoing, each Borrower expressly waives the benefit of California Civil Code Sections 2809, 2810, 2819, 2839, 2845, 2848 (until such time as the Obligations are satisfied in full), 2849 (until such time as the Obligations are satisfied in full), 2850, 2899 and 1432. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:

Suretyship Waivers. The Borrowers shall In the event any obligation of the Lessees ------------------- under this Lease is deemed to be jointly an agreement by any individual Lessee (i.e., Sales or Integration, as the case may be) to answer for the obligation or default of the other Lessee (including each other) or as a hypothecation of property as security therefor, each Lessee represents and severally liable for all obligations hereunderwarrants that: (i) no representation has been made to it as to the creditworthiness of any other obligor, and (ii) it has established adequate means of obtaining from each other obligor on a continuing basis, financial or other information pertaining to each other obligor's financial condition. Each Borrower hereby Lessee expressly waives (a) diligence, demand, presentment, demand protest and notice of every kind and nature whatsoever, consents to the taking by Lessor of any additional security for the obligations secured hereby, or the alteration or release in any manner of any security now or hereafter held in connection with any obligations now or hereafter secured by this Lease, including the Collateral, and consents that Lessor and any obligor may deal with each other in connection with said obligations or otherwise, or alter any contracts now or hereafter existing between them, in any manner whatsoever, including without limitation the renewal, extension, acceleration, changes in time for payment, protestand increases or decreases in any principal, benefit rate of interest or other amounts owing, all without in any way altering the liability of each Lessee, or affecting any security for such obligations. Should any default be made in the payment of any statute of limitations affecting such Borrower's liability under obligations or in the Loan Documents; (b) discharge due to any disability terms or conditions of any Borrower; (c) any defenses security held, Lessor is hereby expressly given the right, at its option, to proceed in the enforcement of this Lease independently of any Borrower to obligations under the Loan Documents not arising under the express terms of the Loan Documents other remedy or from a material breach thereof by Lender which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) any right security it may have to require Lender to disclose to it at any information that Lender may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of time hold in connection with such other Borrower from its Obligations hereunder; obligations secured and (g) any requirement that Lender exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary for Lessor to proceed upon or required, and Borrowers shall not be entitled against and/or exhaust any other security or remedy before proceeding to require, that Lender enforce its rights against any Lessee or other obligor. Each Lessee further waives (i) file suit any right of subrogation, reimbursement, exoneration, contribution, indemnification, setoff or proceed other recourse in respect of sums paid to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; Lessor by either Lessee and (ii) make any effort at collection right or enforcement of all remedy, similar or dissimilar to any part of the Obligations from any Borrower; (iii) foreclose against or seek foregoing available to realize upon a surety under applicable law. Without limiting the Collateral or any other security now or hereafter existing for foregoing, every maker, endorser, guarantor and surety hereof hereby waives presentment, notice, protest and impairment of collateral, and consents to all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower extensions, deferrals, partial payments and refinancings hereof before or as a condition of enforcing the liability of any other Borrower under this Agreementafter maturity. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:SUNTRUST LEASING CORPORATION --------------------------------------------------------------------------------

Suretyship Waivers. The Borrowers shall be jointly and severally liable for all obligations hereunder. Each Borrower hereby expressly waives (a) diligenceEach Loan Party agrees that its obligations hereunder are irrevocable, presentmentabsolute, demand for payment, protest, benefit independent and unconditional and shall not be affected by any circumstance which constitutes a legal or equitable discharge of any statute of limitations affecting such Borrower's liability under the Loan Documents; (b) discharge due to any disability of any Borrower; (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms a guarantor or surety other than payment in full of the Obligations. In furtherance of the foregoing and without limiting the generality thereof, each Loan Documents Party agrees as follows: (i) Agent, Term Loan Agent or any Lender may from a material breach thereof by Lender which under applicable law has time to time, without notice or demand and without affecting the effect validity or enforceability of discharging any Borrower from the Obligations as to which this Agreement or giving rise to any limitation, impairment or discharge of such Loan Party’s liability hereunder, (A) renew, extend, accelerate or otherwise change the time, place, manner or terms of payment of the Obligations, (B) settle, compromise, release or discharge, or accept or refuse any offer of performance with respect to, or substitutions for, the Obligations or any agreement relating thereto and/or subordinate the payment of the same to the payment of any other Loan Document is sought obligations, (C) request and accept guaranties of the Obligations and take and hold other security for the payment of the Obligations, (D) release, exchange, compromise, subordinate or modify, with or without consideration, any other security for payment of the Obligations, any guaranties of the Obligations, or any other obligation of any Person with respect to be enforced; the Obligations, (dE) enforce and apply any other security now or hereafter held by or for the benefit of Agent, Term Loan Agent or any act Lender in respect of the Obligations and direct the order or omission by Lender which directly manner of sale thereof, or indirectly results exercise any other right or remedy that Agent, Term Loan Agent or Lenders, or any of them, may have against any such security, as Agent in its discretion may determine consistent with this Agreement and any applicable security document, including foreclosure on any such security pursuant to one or aids the discharge more judicial or nonjudicial sales, whether or not every aspect of any Borrower from such sale is commercially reasonable, and (F) exercise any other rights available to Agent, Term Loan Agent or Lenders, or any of them, under the Financing Agreements, at law or in equity; and (ii) this Agreement and the obligations of each Loan Party hereunder shall be valid and enforceable and shall not be subject to any limitation, impairment or discharge for any reason (other than payment in full of the Obligations), including without limitation the occurrence of any of the Obligations following, whether or not such Loan Party shall have had notice or knowledge of any of them: (A) any failure to assert or enforce or agreement not to assert or enforce, or the stay or enjoining, by order of court, by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) exercise or enforcement of, any right it may have to require Lender to disclose to it any information that Lender may now claim or hereafter acquire concerning the financial condition demand or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender exhaust any right, power or remedy or proceed against any other Borrower with respect to the Obligations or any agreement relating thereto, or with respect to any guaranty of or other security forfor the payment of the Obligations, (B) any waiver, amendment or any guarantor modification of, or any consent to departure from, any of the terms or provisions (including without limitation provisions relating to events of default) of this Agreement, any of the other party liable forFinancing Agreements, or any agreement or instrument executed pursuant thereto, or of any guaranty or other security for the Obligations, (C) the Obligations, or any agreement relating thereto, at any time being found to be illegal, invalid or unenforceable in any respect, (D) the application of payments received from any source to the payment of indebtedness other than the Obligations, even though Agent, Term Loan Agent or Lenders or any of them, might have elected to apply such payment to any part or all of the Obligations, (E) any failure to perfect or continue perfection of a security interest in any other collateral which secures any of the Obligations, (F) any defenses, set-offs or counterclaims which any Loan Party may allege or assert against Agent, Term Loan Agent or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part in respect of the Obligations; , including but not limited to failure of consideration, breach of warranty, payment, statute of frauds, statute of limitations, accord and satisfaction and usury, and (iiG) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now act or hereafter existing for all thing or omission, or delay to do any part other act or thing, which may or might in any manner or to any extent vary the risk of any Loan Party as an obligor in respect of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:.

Suretyship Waivers. The Borrowers shall be jointly and severally liable for all obligations hereunder. Each Borrower hereby expressly waives (a) diligence, presentment, demand for payment, protest, benefit of any statute of limitations affecting such any other Borrower's liability under under, or the enforcement of, this Agreement or any of the other Loan Documents; (b) discharge due to any disability of any Borrowerother Borrower or any other guarantor of the Obligations; (c) any defenses of any other Borrower to obligations under the Loan Documents Obligations not arising under the express terms of the Loan Documents or from a material breach thereof by Lender the Bank which under applicable law has the effect of discharging any such other Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforcedObligations; (d) the benefit of any act or omission by Lender the Bank which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including including, without limitation, notice of acceptance of this Agreement or any of the other Loan Documents and the incurring of the Obligations; and (f) any right it may have to require Lender to disclose to it any information that Lender may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender the Bank exhaust any right, power or remedy or proceed against any other Borrower or any other collateral security for, or any other guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers each Borrower shall not be entitled to require, that Lender Bank (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower Borrower, for all or any part of the Obligations; (ii) make any effort at collection or enforcement of all or any part of the Obligations from any other Borrower; (iii) foreclose against or seek to realize upon the Collateral collateral pledged under any guaranty or any other collateral security now or hereafter existing for all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any other Borrower or any other guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender the Bank is or may be entitled in connection with the Obligations or any collateral security or guaranty relating thereto to assert; or (vi) file any claim against assets of one any other Borrower before or as a condition of enforcing the liability of any other Borrower under this AgreementAgreement or any of the other Loan Documents. WITHOUT LIMITING THE FOREGOING IN ANY WAYWithout limiting the generality of the foregoing, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:each Borrower expressly waives, to the extent permitted by law, the benefit of California Civil Code Sections 2809, 2810, 2819, 2839, 2845, 2848, 2849, 2850, 2899 and 1432.

Suretyship Waivers. The Borrowers shall be jointly and severally liable for all obligations hereunder. Each Borrower hereby expressly In the event this Agreement is signed by more than one party, each of the undersigned waives (a) to the extent permitted by law, all rights and benefits under any laws or statutes regarding sureties, as maybe amended; (b) any right to receive notice of the following matters before the Issuer enforces any of its rights: (i) the Issuer’s acceptance of this Agreement; (ii) any credit that the Issuer extends to the Applicant; (iii) Applicant’s default; (iv) any demand, diligence, presentment, demand for paymentdishonor and protest; (v) any action that the Issuer takes regarding the Applicant, protestbeneficiary, anyone else, any Collateral, or any of the Obligations, that it might be entitled to by law or under any other agreement; (c) any right to require the Issuer to proceed against the Applicant, any other obligor or guarantor of the Obligations, or any Collateral, or pursue any remedy in the Issuer’s power to pursue; (d) any defense based on any claim that any endorser or other parties’ obligations exceed or are more burdensome than those of the Applicant; (e) the benefit of any statute of limitations affecting such Borrower's liability under the Loan Documents; (b) discharge due to any disability of any Borrower; (c) any defenses of any Borrower to obligations under endorser or other party liable hereunder or the Loan Documents not arising under the express terms of the Loan Documents or from a material breach thereof by Lender which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligationsenforcement hereof; (f) any right it may have to require Lender to disclose to it defense arising by reason of any information that Lender may now disability or hereafter acquire concerning other. defense of the financial condition Applicant or by reason of the cessation from any circumstances that bears on cause whatsoever (other than payment in full) of the risk obligation of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunderApplicant for the Obligations; and (g) any requirement defense based on or arising out of any defense that Lender exhaust any right, power the Applicant may have to the payment or remedy or proceed against any other Borrower performance of the Obligations or any other security forportion thereof, (h) all rights, remedies, defenses and claims and/or rights of counterclaim, recoupment, offset or any guarantor ofsetoff, including, but not limited to, all offsets, setoffs, rights, remedies or defenses that may be afforded the endorser and any other party liable for, on this Agreement as any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not such statutes may be necessary or required, amended from time to time; and Borrowers shall not be entitled to require, that Lender (i) file suit any defenses given to such endorser by any failure, neglect or proceed omission by the Issuer to assert perfect in any manner the collection of the Obligations or obtain the security given therefor, including the failure or omission to seek a claim for personal deficiency judgment against the Applicant. Any party liable on this Agreement consents to any other Borrower for all extension or postponement of time of its payment without limit as to the number or period, to any part of the Obligations; (ii) make any effort at collection substitution, exchange or enforcement release of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek Collateral, to realize upon the Collateral or any other security now or hereafter existing for all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability addition of any other Borrower under party, and to the release or discharge of, or suspension of any rights and remedies against, any person who may be liable for the payment of this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:The Issuer may waive or delay enforcing any of its rights without losing them. Any waiver affects only the specific terms and time period stated in the waiver. No modification or waiver of any provision of this Agreement is effective unless it is in writing and signed by the party against whom it is being enforced.

Suretyship Waivers. The Borrowers Each Person that is defined as a Borrower in this Agreement shall be jointly and severally liable for all obligations hereunder. Each Borrower such Person hereby expressly waives (a) diligence, presentment, demand for payment, protest, benefit of any statute of limitations affecting such Borrower's Person’s liability under the Loan Documents; (b) discharge due to any disability of any Borrower; (c) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms of the Loan Documents or from a material breach thereof by Lender which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (d) the benefit of any act or omission by Lender which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (e) except as expressly provided herein, all notices whatsoever, including notice of acceptance of the incurring of the Obligations; (f) any right it may have to require Lender to disclose to it any information that Lender may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunder; and (g) any requirement that Lender exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers Borrower shall not be entitled to require, that Lender (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; (ii) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now or hereafter existing for all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH PERSON THAT IS DEFINED AS A BORROWER IN THIS AGREEMENT HEREBY IRREVOCABLY WAIVES AND RELEASES:

Suretyship Waivers. The Borrowers shall be jointly and severally liable for all obligations hereunder. Each Borrower hereby expressly waives (ai) diligence, presentment, demand for payment, protest, benefit of any statute of limitations affecting such Borrower's ’s liability under the Loan Documents; (bii) discharge due to any disability of any Borrower; (ciii) any defenses of any Borrower to obligations under the Loan Documents not arising under the express terms of the Loan Documents or from a material breach thereof by Lender Borrower which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforced; (div) the benefit of any act or omission by Lender Borrower which directly or indirectly results in or aids the discharge of any Borrower from any of the Obligations by operation of law or otherwise; (ev) except as expressly provided herein, all notices whatsoever, including including, without limitation, notice of acceptance of the incurring of the Obligations; (fvi) any right it may have to require Lender Borrower to disclose to it any information that Lender Borrower may now or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including including, without limitation, the release of such other Borrower from its Obligations hereunder; and (gvii) any requirement that Lender Borrower exhaust any right, power or remedy or proceed against any other Borrower or any other security for, or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender Borrower (i) file suit or proceed to assert or obtain a claim for personal judgment against any other Borrower for all or any part of the Obligations; (ii) make any effort at collection or enforcement of all or any part of the Obligations from any Borrower; (iii) foreclose against or seek to realize upon the Collateral or any other security now or hereafter existing for all or any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender Borrower is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assert; or (vi) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower under this AgreementAgreement or the Notes. Without limiting the generality of the foregoing, each Borrower expressly waives the benefit of California Civil Code Sections 2809, 2810, 2819, 2839, 2845, 2848 (until such time as the Obligations are satisfied in full), 2849 (until such time as the Obligations are satisfied in full), 2850, 2899 and 1432. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:

Suretyship Waivers. The Borrowers shall liability of Mortgagor hereunder is limited to its interest in the Property. To the extent the Mortgagor is construed or held to be jointly and severally liable for all a guarantor of the Borrower’s obligations hereunder. Each Borrower to Lender, Mortgagor hereby expressly waives any defense it may now or hereafter have that relates to or is founded on: (a) diligence, presentment, demand for payment, protest, benefit any disability or other defense of any statute of limitations affecting such the Borrower's liability under the Loan Documents; (b) discharge due to the cessation, from any disability cause other than full performance, of any the obligations of the Borrower; (c) any defenses the application of the proceeds of any Borrower Obligation, by the Borrower, for purposes other than the purposes represented to obligations under the Loan Documents not arising under Mortgagor, or otherwise intended or understood by the express terms of the Loan Documents or from a material breach thereof by Lender which under applicable law has the effect of discharging any Borrower from the Obligations as to which this Agreement or any other Loan Document is sought to be enforcedMortgagor; (d) the benefit of any act or omission by Lender which directly or indirectly results in or aids contributes to the discharge of any Borrower from any release of the Obligations by operation of law Borrower or otherwiseany collateral for any Obligation; (e) except as expressly provided hereinthe unenforceability or invalidity of any collateral assignment (other than this Mortgage) or guaranty with respect to any Obligation, all notices whatsoever, including notice or the lack of acceptance perfection or continuing perfection or lack of priority of any lien (other than the incurring of the Obligationslien hereof) which secures any Obligation; (f) any right it may have to require failure of Lender to disclose to it any information that Lender may now marshal assets in favor of the Borrower or hereafter acquire concerning the financial condition or any circumstances that bears on the risk of nonpayment by any other Borrower, including the release of such other Borrower from its Obligations hereunderMortgagor; and (g) any requirement modification of any Obligation, including any renewal, extension, acceleration or increase in interest rate; (h) any election of remedies by Lender that Lender exhaust impairs any right, power subrogation or remedy or other right of Mortgagor to proceed against Borrower, including any loss of rights resulting from the foreclosure of real property or other Borrower laws limiting, qualifying or any other security for, discharging obligations or any guarantor of, or any other party liable for, any of the Obligations, or any portion thereof. Each Borrower specifically agrees that it shall not be necessary or required, and Borrowers shall not be entitled to require, that Lender remedies; (i) any law which provides that the obligation of a surety or guarantor must neither be larger in amount nor in other respects more burdensome than that of the principal or which reduces a surety’s or guarantor’s obligation in proportion to the principal obligation; (j) any failure of Lender to file suit or proceed to assert or obtain enforce a claim for personal judgment against in any bankruptcy or other Borrower for all or proceeding with respect to any part person; (k) the election by Lender, in any bankruptcy proceeding of any person, of the Obligationsapplication or non-application of Section 1111(b)(2) of the United States Bankruptcy Code; (iil) make any effort at collection extension of credit or enforcement the grant of all or any part lien under Sxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code; (m) any use of cash collateral under Section 363 of the Obligations from any BorrowerUnited States Bankruptcy Code; (iiin) foreclose against any agreement or seek stipulation with respect to realize upon the Collateral or provision of adequate protection in any other security now or hereafter existing for all or bankruptcy proceeding of any part of the Obligations; (iv) file suit or proceed to obtain or assert a claim for personal judgment against any Borrower or any guarantor or other party liable for all or any part of the Obligations; (v) exercise or assert any other right or remedy to which Lender is or may be entitled in connection with the Obligations or any security or guaranty relating thereto to assertperson; or (vio) file any claim against assets of one Borrower before or as a condition of enforcing the liability of any other Borrower rights or defenses afforded under this Agreement. WITHOUT LIMITING THE FOREGOING IN ANY WAY, EACH BORROWER HEREBY IRREVOCABLY WAIVES AND RELEASES:the laws of the State of Illinois pertaining to sureties.