Waiver and Subordination. Until such time as this Guaranty is terminated in accordance with Section 19 hereof, each Guarantor (a) waives to the fullest extent permitted by law: (i) any rights that Guarantor may have against Developer by reason of any one or more payments or acts in compliance with the obligations of Guarantor hereunder, (ii) any rights to assert a counterclaim, other than a mandatory or compulsory counterclaim, in any action or proceeding brought against Guarantor, (iii) all rights and remedies accorded by applicable law to sureties or guarantors, except any rights of subrogation and contribution (the exercise of which are subject to the terms of this Guaranty), (iv) to presentment for payment, demand, protest, notice of nonpayment or failure to perform or observe, or any other proof, notice or demand (except as may be otherwise expressly required herein), (v) any principles or provisions of law, statutory, or otherwise, that are or might be in conflict with this Guaranty and any legal or equitable discharge of the Guarantor’s obligations and (vi) the benefit of any statute of limitations affecting the Guarantor’s liability hereunder or the enforcement hereof; and (b) subordinates any liability or indebtedness of Developer held by Guarantor to the obligations of Developer to the FCRHA under the DLA for the Guaranteed Obligations. Each Guarantor agrees that any liability or indebtedness of Developer held by Guarantor is subordinate to Developer’s obligations to the FCRHA under the DLA. Each Guarantor agrees that no payment by it under this Guaranty shall give rise to any rights of subrogation against Developer.
Waiver and Subordination. Guarantor expressly waives any right to payment arising by virtue of any subrogation or indemnification upon payment by Guarantor of amounts due from Borrowers to Lender, and Guarantor expressly subordinates any other rights to payment of indebtedness owing from Borrowers to Guarantor, whether now existing or hereafter arising, to the prior right of Lender to receive or require payment in full of the Loan Obligations, until such time as the Loan Obligations are fully paid (including interest accruing on the Note after any petition under the Bankruptcy Code, which post-petition interest Guarantor agrees shall remain a claim that is prior and superior to any claim of Guarantor notwithstanding any contrary practice, custom, or ruling in proceedings under the Bankruptcy Code generally) and such payments are final and not subject to refund or rescission under bankruptcy or other applicable law. Furthermore, so long as an Event of Default exists under the Loan Documents, Guarantor agrees not to accept any payment or satisfaction of any kind of indebtedness of Borrowers to the Guarantor or any security for such indebtedness until such time as the Loan Obligations are fully paid. If Guarantor should receive any such payment, satisfaction or security for any indebtedness of Borrowers to the Guarantor, the Guarantor agrees to deliver the same promptly to Lender in the form received, endorsed, or assigned as may be appropriate for application on account of, or as security for, the Loan Obligations and until so delivered, agrees to hold the same in trust for Lender.
Waiver and Subordination. Guarantor hereby expressly waives any ------------------------ right of contribution from or indemnity against the Practice, whether at law or in equity, arising from any payments made by Guarantor pursuant to the terms of this Guaranty, and Guarantor acknowledges that Guarantor has no right whatsoever to proceed against the Practice for reimbursement of any such payments. In connection with the foregoing, Guarantor expressly waives any and all rights of subrogation to EMPLOYEE against the Practice, and Guarantor hereby waives any rights to enforce any remedy which EMPLOYEE may have against the Practice. In addition to and without in any way limiting the foregoing, Guarantor hereby subordinates any and all indebtedness of the Practice now or hereafter owed to Guarantor to all indebtedness of the Practice to EMPLOYEE, and agrees with EMPLOYEE that Guarantor shall not demand or accept any payment of principal or interest from the Practice, shall not claim any offset or other reduction of Guarantor's obligations hereunder because of any such indebtedness.
Waiver and Subordination. Senior Housing Guarantor (a) waives to the fullest extent permitted by law any rights that Senior Housing Guarantor may have: (i) against Tenant by reason of any one or more payments or acts in compliance with the obligations of Guarantor hereunder, (ii) to assert a counterclaim, other than a mandatory or compulsory counterclaim, in any action or proceeding brought against Senior Housing Guarantor, and (iii) to presentment for payment, demand, protest, notice of nonpayment or failure to perform or observe, or any other proof, notice or demand (except as may be otherwise expressly required herein); and (b) subordinates any liability or indebtedness of Tenant held by Senior Housing Guarantor to the obligations of Tenant to the FCRHA under the Lease for the Guaranteed Obligations.
Waiver and Subordination. Guarantor (a) waives to the fullest extent permitted by law: (i) any rights that Guarantor may have against Tenant by reason of any one or more payments or acts in compliance with the obligations of Guarantor hereunder,
Waiver and Subordination. Student Housing Guarantor (a) waives to the fullest extent permitted by law any rights that Student Housing Guarantor may have: (i) against Tenant by reason of any one or more payments or acts in compliance with the obligations of Guarantor hereunder, (ii) to assert a counterclaim, other than a mandatory or compulsory counterclaim, in any action or proceeding brought against Student Housing Guarantor, and (iii) to presentment for payment, demand, protest, notice of nonpayment or failure to perform or observe, or any other proof, notice or demand (except as may be otherwise expressly required herein); and (b) subordinates any liability or indebtedness of Tenant held by Student Housing Guarantor to the obligations of Tenant to the FCRHA under the Lease for the Guaranteed Obligations.
Waiver and Subordination. Guarantor (a) waives to the fullest extent permitted by law any rights that Guarantor may have: (i) against Developer by reason of any one or more payments or acts in compliance with the obligations of Guarantor hereunder, (ii) to assert a counterclaim, other than a mandatory or compulsory counterclaim, in any action or proceeding brought against Guarantor, and (iii) to presentment for payment, demand, protest, notice of nonpayment or failure to perform or observe, or any other proof, notice or demand (except as may be otherwise expressly required herein); and (b) subordinates any liability or indebtedness of Developer held by Guarantor to the obligations of Developer to the County under the MDA for the Guaranteed Obligations.
Waiver and Subordination. The Landlord, for itself, its successors and assigns, waives and subordinates all present and future rights of lien, levy and distraint, arising out of any present or future provision of law, to any present or future lien or security interest held by the Bank with respect to any inventory, machinery, equipment, goods or other property of the Borrower (the "Encumbered Property") now or hereafter located upon the Premises.
Waiver and Subordination. Until the obligations of Borrower to Lender -------------------------- have been paid in full, Guarantor hereby expressly waives any right of contribution from or indemnity against Borrower, whether at law or in equity, arising from any payments made by Guarantor pursuant to the terms of this Guaranty, and Guarantor acknowledges that Guarantor has no right whatsoever to proceed against Borrower for reimbursement of any such payments. In connection with the foregoing, until the obligations of Borrower to Lender have been paid in full, Guarantor expressly waives any and all rights of subrogation to Lender against Borrower, and Guarantor hereby waives any rights to enforce any remedy which Lender may have against Borrower and any rights to participate in any Collateral. In addition to and without in any way limiting the foregoing or any terms or provisions of the Loan Documents requiring Borrower to be a special purpose entity and limiting the permissible scope of indebtedness Borrower may incur, Guarantor hereby subordinates any and all indebtedness of Borrower now or hereafter owed to Guarantor to all indebtedness of Borrower to Lender and agrees with Lender that, at any time from and after and during the continuance of an Event of Default under the Loan Documents, Guarantor shall not demand or accept any payment of principal or interest from Borrower, shall not claim any offset or other reduction of Guarantor's obligations hereunder because of any such indebtedness, and shall not take any action to obtain any of the Collateral.
Waiver and Subordination. Guarantor expressly subordinates and ------------------------ defers his or its respective rights to subrogation, reimbursement, contribution or indemnity with respect to performance by Guarantor of the Transaction Obligations, until such time as Landlord receives performance in full of the Transaction Obligations. Furthermore, upon the occurrence of an Event of Default or Default under the Sublease or any of the other Transaction Documents, Guarantor agrees not to accept any payment or satisfaction of any kind of indebtedness of the Tenant to Guarantor or any security for such indebtedness. If Guarantor should receive any such payment, satisfaction or security for any indebtedness of the Tenant to Guarantor, Guarantor agrees to deliver the same promptly to Landlord in the form received, endorsed, or assigned as may be appropriate for application on account of, or as security for, the Transaction Obligations and until so delivered, agree to hold the same in trust for Landlord.
