Common use of Waiver of Borrower Rights Clause in Contracts

Waiver of Borrower Rights. Each Loan Party acknowledges and agrees that, to the extent the provisions of the Agricultural Credit Act of 1987, including 12 U.S.C §§ 2199 through 2202e, and the implementing Farm Credit Administration regulations, 12 C.F.R. § 617.7000, et seq. (collectively, the “Farm Credit Law”) apply to such Loan Party or to the transactions contemplated by this Agreement, such Loan Party hereby irrevocably waives all Borrower Rights, including all statutory or regulatory rights of a borrower to disclosure of effective interest rates, differential interest rates, review of credit decisions, distressed loan restructuring, and rights of first refusal. Each Loan Party acknowledges and agrees that the waiver of Borrower Rights provided by this Section 11.23 is knowingly and voluntarily made after such Loan Party has consulted with legal counsel of its choice and has been represented by counsel of its choice in connection with the negotiation of this Agreement and waiver of such Loan Party set forth in this Section 11.23. Each Loan Party acknowledges that its waiver of Borrower Rights set forth in this Section 11.23 is based on its recognition that such waiver is material to induce commercial banks and other non-Farm Credit Systems institutions to participate in the extensions of credit contemplated by this Agreement and to provide extensions of credit to such Loan Party. Nothing contained in this Section 11.23, nor the delivery to any Loan Party of any summary of any rights under, or any notice pursuant to, the Farm Credit Law shall be deemed to be, or be constructed to indicate the determination or agreement by any Loan Party, any Agent, or any Lender that the Farm Credit Law, or any rights thereunder, are or will be applicable to any Loan Party or to the transactions contemplated by this Agreement. It is the intent of the Loan Parties that the waiver of Borrower Rights contained in this Section 11.23 complies with and meets all of the requirements of 12 C.F.R § 617.7010(c).

Waiver of Borrower Rights. Each Loan Party acknowledges and agrees that, to the extent the provisions of the Agricultural Credit Act of 1987, including 12 U.S.C §§ 2199 through 2202e, and the implementing Farm Credit Administration regulations, 12 C.F.R. § 617.7000, et seq. (collectively, the “Farm Credit Law”) apply to such Loan Party or to the transactions contemplated by this Agreement, such Loan Party hereby irrevocably waives all Borrower Rights, including all statutory or regulatory rights of a borrower to disclosure of effective interest rates, differential interest rates, review of credit decisions, distressed loan restructuring, and rights of first refusal. Each Loan Party acknowledges and agrees that the waiver of Borrower Rights provided by this Section 11.23 11.24 is knowingly and voluntarily made after such Loan Party has consulted with legal counsel of its choice and has been represented by counsel of its choice in connection with the negotiation of this Agreement and waiver of such Loan Party set forth in this Section 11.2311.24. Each Loan Party acknowledges that its waiver of Borrower Rights set forth in this Section 11.23 11.24 is based on its recognition that such waiver is material to induce commercial banks and other non-Farm Credit Systems institutions to participate in the extensions of credit contemplated by this Agreement and to provide extensions of credit to such Loan Party. Nothing contained in this Section 11.2311.24, nor the delivery to any Loan Party of any summary of any rights under, or any notice pursuant to, the Farm Credit Law shall be deemed to be, or be constructed to indicate the determination or agreement by any Loan Party, any Agent, or any Lender that the Farm Credit Law, or any rights thereunder, are or will be applicable to any Loan Party or to the transactions contemplated by this Agreement. It is the intent of the Loan Parties that the waiver of Borrower Rights contained in this Section 11.23 11.24 complies with and meets all of the requirements of 12 C.F.R § 617.7010(c).

Waiver of Borrower Rights. Each Loan Party acknowledges and agrees that, to the extent the provisions of the Agricultural Farm Credit Act of 19871971, including 12 U.S.C §§ 2199 through 2202e, and the implementing Farm Credit Administration regulations, 12 C.F.R. § 617.7000, et seq. (collectively, the “Farm Credit Law”) apply to such Loan Party or to the transactions contemplated by this Agreement, such Loan Party hereby irrevocably waives all Borrower Rights, including all statutory or regulatory rights of a borrower to disclosure of effective interest rates, differential interest rates, review of credit decisions, distressed loan restructuring, and rights of first refusal. Each Loan Party acknowledges and agrees that the waiver of Borrower Rights provided by this Section 11.23 is knowingly and voluntarily made after such Loan Party has consulted with legal counsel of its choice and has been represented by counsel of its choice in connection with the negotiation of this Agreement and waiver of such Loan Party set forth in this Section 11.23. Each Loan Party acknowledges that its waiver of Borrower Rights set forth in this Section 11.23 is based on its recognition that such waiver is material to induce commercial banks and other non-Farm Credit Systems System institutions to participate in the extensions of credit contemplated by this Agreement and to provide extensions of credit to such Loan Party. Nothing contained in this Section 11.23, nor the delivery to any Loan Party of any summary of any rights under, or any notice pursuant to, the Farm Credit Law shall be deemed to be, or be constructed to indicate the determination or agreement by any Loan Party, any the Administrative Agent, or any Lender that the Farm Credit Law, or any rights thereunder, are or will be applicable to any Loan Party or to the transactions contemplated by this Agreement. It is the intent of the Loan Parties that the waiver of Borrower Rights contained in this Section 11.23 complies with and meets all of the requirements of 12 C.F.R § 617.7010(c).

Waiver of Borrower Rights. Each Loan Party acknowledges The Borrowers acknowledge and agrees agree that, to the extent the provisions of the Agricultural Credit Act of 1987, including 12 U.S.C U.S.C. §§ 2199 through 2202e, and the implementing Farm Credit Administration regulations, 12 C.F.R. § 617.7000, et seq. (collectively, the “Farm Credit Law”) apply to such Loan Party the Borrowers or to the transactions contemplated by this Agreement, such Loan Party the Borrowers hereby irrevocably waives waive all Borrower Rights, including all statutory or regulatory rights of a borrower to disclosure of effective interest rates, differential interest rates, review of credit decisions, distressed loan restructuring, and rights of first refusal. Each Loan Party acknowledges The Borrowers acknowledge and agrees agree that the waiver of Borrower Rights provided by this Section 11.23 8.20 is knowingly and voluntarily made after such Loan Party has the Borrowers have consulted with legal counsel of its choice and has been represented by counsel of its choice in connection with the negotiation of this Agreement and waiver of such Loan Party set forth in this Section 11.23. Each Loan Party acknowledges that its the waiver of Borrower Rights set forth in this Section 11.23 8.20. The Borrowers acknowledge that their waiver of Borrower Rights set forth in this Section 8.20 is based on its recognition that such waiver is material to induce commercial banks and other non-Farm Credit Systems System institutions to participate in the extensions of credit contemplated by this Agreement and to provide extensions of credit to such Loan Partythe Borrowers. Nothing contained in this Section 11.238.20, nor the delivery to any Loan Party the Borrowers of any summary of any rights under, or any notice pursuant to, the Farm Credit Law shall be deemed to be, or be constructed to indicate the determination or agreement by any Loan Partythe Borrowers, any the Agent, or any Lender Bank that the Farm Credit Law, or any rights thereunder, are or will be applicable to any Loan Party the Borrowers or to the transactions contemplated by this Agreement. It is the intent of the Loan Parties Borrowers that the waiver of Borrower Rights contained in this Section 11.23 8.20 complies with and meets all of the requirements of 12 C.F.R C.F.R. § 617.7010(c).

Waiver of Borrower Rights. Each Loan Party acknowledges and agrees that, to the extent the provisions of the Agricultural Farm Credit Act of 19871971, including 12 U.S.C §§ 2199 through 2202e, and the implementing Farm Credit Administration regulations, 12 C.F.R. § 617.7000, et seq. (collectively, the “Farm Credit Law”) apply to such Loan Party or to the transactions contemplated by this Agreement, such Loan Party hereby irrevocably waives all Borrower Rights, including all statutory or regulatory rights of a borrower to disclosure of effective interest rates, differential interest rates, review of credit decisions, distressed loan restructuring, and rights of first refusal. Each Loan Party acknowledges and agrees that the waiver of Borrower Rights provided by this Section 11.23 is knowingly and voluntarily made after such Loan Party has consulted with legal counsel of its choice and has been represented by counsel of its choice in connection with the negotiation of this Agreement and waiver of such Loan Party set forth in this Section 11.23. Each Loan Party acknowledges that its waiver of Borrower Rights set forth in this Section 11.23 is based on its recognition that such waiver is material to induce commercial banks and other non-Farm Credit Systems System institutions to participate in the extensions of credit contemplated by this Agreement and to provide extensions of credit to such Loan Party. Nothing contained in this Section 11.23, nor the delivery to any Loan Party of any summary of any rights under, or any notice pursuant to, the Farm Credit Law shall be deemed to be, or be constructed to indicate the determination or agreement by any Loan Party, any the Administrative Agent, or any Lender that the Farm Credit Law, or any rights thereunder, are or will be applicable to any Loan Party or to the transactions contemplated by this Agreement. It is the intent of the Loan Parties that the waiver of Borrower Rights contained in this Section 11.23 complies with and meets all of the requirements of 12 C.F.R § 617.7010(c). To: AgWest Farm Credit, PCA (successor by merger to Northwest Farm Credit Services, PCA), as Administrative Agent Ladies and Gentlemen: Reference is made to that certain Credit Agreement, dated as of June 28, 2019 (as amended, restated, extended, supplemented or otherwise modified from time to time, the “Credit Agreement;” the terms defined therein being used herein as therein defined), among Lxxx Xxxxxx Holdings, Inc., a Delaware corporation (the “Borrower”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and AgWest Farm Credit, PCA (successor by merger to Northwest Farm Credit Services, PCA), as Administrative Agent. The undersigned hereby requests (select one): ¨ A Borrowing of [the Term A Loan][the Term A-2 Loan][the Term A-3 Loan][Incremental Term Loans] ¨ A conversion or continuation of [the Term A Loan][ the Term A-2 Loan][the Term A-3 Loan][Incremental Term Loans] 1. On (a Business Day). 2. In the amount of 3. Comprised of [Base Rate][Term SOFR] Loans 4. For Term SOFR Loans: with an Interest Period of ____[month[s]].

Waiver of Borrower Rights. Each Loan Party acknowledges and agrees that, to the extent the provisions of the Agricultural Credit Act of 1987, including 12 U.S.C §§ 2199 through 2202e, and the implementing Farm Credit Administration regulations, 12 C.F.R. § 617.7000, et seq. (collectively, the “Farm Credit Law”) apply to such Loan Party or to the transactions contemplated by this Agreement, such Loan Party hereby irrevocably waives all Borrower Rights, including all statutory or regulatory rights of a borrower to disclosure of effective interest rates, differential interest rates, review of credit decisions, distressed loan restructuring, and rights of first refusal. Each Loan Party acknowledges and agrees that the waiver of Borrower Rights provided by this Section 11.23 11.2311.24 is knowingly and voluntarily made after such Loan Party has consulted with legal counsel of its choice and has been represented by counsel of its choice in connection with the negotiation of this Agreement and waiver of such Loan Party set forth in this Section 11.2311.23.11.24. Each Loan Party acknowledges that its waiver of Borrower Rights set forth in this Section 11.23 11.2311.24 is based on its recognition that such waiver is material to induce commercial banks and other non-Farm Credit Systems institutions to participate in the extensions of credit contemplated by this Agreement and to provide extensions of credit to such Loan Party. Nothing contained in this Section 11.2311.23,11.24, nor the delivery to any Loan Party of any summary of any rights under, or any notice pursuant to, the Farm Credit Law shall be deemed to be, or be constructed to indicate the determination or agreement by any Loan Party, any Agent, or any Lender that the Farm Credit Law, or any rights thereunder, are or will be applicable to any Loan Party or to the transactions contemplated by this Agreement. It is the intent of the Loan Parties that the waiver of Borrower Rights contained in this Section 11.23 11.2311.24 complies with and meets all of the requirements of 12 C.F.R § 617.7010(c).

Waiver of Borrower Rights. Each Loan Party acknowledges and agrees that, to the extent the provisions of the Agricultural Farm Credit Act of 19871971, including 12 U.S.C §§ 2199 through 2202e, and the implementing Farm Credit Administration regulations, 12 C.F.R. § 617.7000, et seq. (collectively, the “Farm Credit Law”) apply to such Loan Party or to the transactions contemplated by this Agreement, such Loan Party hereby irrevocably waives all Borrower Rights, including all statutory or regulatory rights of a borrower to disclosure of effective interest rates, differential interest rates, review of credit decisions, distressed loan restructuring, and rights of first refusal. Each Loan Party acknowledges and agrees that the waiver of Borrower Rights provided by this Section 11.23 is knowingly and voluntarily made after such Loan Party has consulted with legal counsel of its choice and has been represented by counsel of its choice in connection with the negotiation of this Agreement and waiver of such Loan Party set forth in this Section 11.23. Each Loan Party acknowledges that its waiver of Borrower Rights set forth in this Section 11.23 is based on its recognition that such waiver is material to induce commercial banks and other non-Farm Credit Systems System institutions to participate in the extensions of credit contemplated by this Agreement and to provide extensions of credit to such Loan Party. Nothing contained in this Section 11.23, nor the delivery to any Loan Party of any summary of any rights under, or any notice pursuant to, the Farm Credit Law shall be deemed to be, or be constructed to indicate the determination or agreement by any Loan Party, any the Administrative Agent, or any Lender that the Farm Credit Law, or any rights thereunder, are or will be applicable to any Loan Party or to the transactions contemplated by this Agreement. It is the intent of the Loan Parties that the waiver of Borrower Rights contained in this Section 11.23 complies with and meets all of the requirements of 12 C.F.R § 617.7010(c). Reference is hereby made to the Credit Agreement dated as of June 28, 2019 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Lxxx Xxxxxx Holdings, Inc., a Delaware corporation (the “Borrower”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Northwest Farm Credit Services, PCA, as Administrative Agent. Pursuant to the provisions of Section 3.01 of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record and beneficial owner of the Loan(s) (as well as any Note(s) evidencing such Loan(s)) in respect of which it is providing this certificate, (ii) it is not a “bank” within the meaning of Section 881(c)(3)(A) of the Internal Revenue Code, (iii) it is not a “10 percent shareholder” of the Borrower within the meaning of Section 881(c)(3)(B) of the Internal Revenue Code, (iv) it is not a “controlled foreign corporation” related to the Borrower as described in Section 881(c)(3)(C) of the Internal Revenue Code, and (v) no payments in connection with any Loan Document are effectively connected with the undersigned’s conduct of a U.S. trade or business. The undersigned has furnished the Borrower and the Administrative Agent with a certificate of its non-U.S. Person status on an IRS Form W-8BEN or W-8BEN-E or applicable successor form. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform the Borrower and the Administrative Agent, and (2) the undersigned shall have at all times furnished the Borrower and the Administrative Agent with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. [NAME OF LENDER] By: Name: Title: Date: ________ __, 20[ ] Reference is hereby made to the Credit Agreement dated as of June 28, 2019 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Lxxx Xxxxxx Holdings, Inc., a Delaware corporation (the “Borrower”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Northwest Farm Credit Services, PCA, as Administrative Agent. Pursuant to the provisions of Section 3.01 of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record owner of the participation in respect of which it is providing this certificate, (ii) its direct or indirect partners/members are the sole beneficial owners of such participation, (iii) with respect to such participation, neither the undersigned nor any of its direct or indirect partners/members is a bank extending credit pursuant to a loan agreement entered into in the ordinary course of its trade or business within the meaning of Section 881(c)(3)(A) of the Internal Revenue Code, (iv) none of its direct or indirect partners/members is a “10-percent shareholder” of the Borrower within the meaning of Section 881(c)(3)(B) of the Internal Revenue Code, (v) none of its direct or indirect partners/members is a “controlled foreign corporation” related to the Borrower as described in Section 881(c)(3)(C) of the Internal Revenue Code, and (vi) no payments in connection with any Loan Document are effectively connected with the undersigned’s conduct of a U.S. trade or business. The undersigned has furnished its participating Lender with an IRS Form W 8IMY accompanied by one of the following forms from each of its partners/members that is claiming the portfolio interest exemption: (i) an IRS Form W-8BEN or W-8BEN-E or applicable successor form or (ii) an IRS Form W-8IMY accompanied by an IRS Form W-8BEN or W-8BEN-E or applicable successor form, from each of such partner’s/member’s beneficial owners that is claiming the portfolio interest exemption. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform such Lender and (2) the undersigned shall have at all times furnished such Lender with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. [NAME OF PARTICIPANT] By: Name: Title: Date: ________ __, 20[ ] Reference is hereby made to the Credit Agreement dated as of June 28, 2019 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Lxxx Xxxxxx Holdings, Inc., a Delaware corporation (the “Borrower”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Northwest Farm Credit Services, PCA, as Administrative Agent.