Common use of Waivers by Guarantor Clause in Contracts

Waivers by Guarantor. Each Guarantor hereby expressly waives: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all rights of subrogation, indemnification, contribution and reimbursement against the Company, all rights to enforce any remedy the Trustee and the Holders, or any of them, may have against the Company and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the Holders, or any of them, in respect of the Obligations, even upon payment in full of the Obligations. Any money received by any Guarantor in violation of this Section shall be held in trust by such Guarantor for the benefit of the Trustee and the Holders. If a claim is ever made upon the Trustee and the Holders, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including the Company, then in such event such Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Obligations, and such Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives, to the extent permitted by Applicable Law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrower, all rights to enforce any remedy the Trustee Banks and the HoldersAdministrative Agent, or any of them, may have against the Company Borrower and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee Banks and the HoldersAdministrative Agent, or any of them, in respect of the Obligations, even upon payment in full of the Obligations. Any money received by any the Guarantor in violation of this Section shall be held in trust by such the Guarantor for the benefit of the Trustee Banks and the HoldersAdministrative Agent. If a claim is ever made upon the Trustee Banks and the HoldersAdministrative Agent, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including the CompanyBorrower, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives: (a) notice of acceptance of this the Guaranty, (b) notice of the existence or creation of all or any of the Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all rights of subrogation, indemnification, contribution and reimbursement against the Company, all rights to enforce any remedy the Trustee and the Holders, or any of them, may have against the Company Company, and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the Holders, or any of them, in respect of the Obligations, even upon payment in full of the Obligations. Any money received by any the Guarantor in violation of this Section 2.9 shall be held in trust by such the Guarantor for the benefit of the Trustee and the Holders. If a claim is ever made upon the Trustee and the Holders, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including the Company, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each Guarantor hereby expressly waives, to the extent permitted by applicable law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Guarantied Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, whatsoever and (d) all diligence in collection or protection of or realization upon the Guarantied Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing foregoing, and (e) all rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrower, all rights to enforce any remedy the Trustee and the HoldersGuarantied Parties, or any of them, may have against the Company Borrower and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the HoldersGuarantied Parties, or any of them, in respect of the Guarantied Obligations, even upon payment in each case, that such Guarantor may have at any time. Any rights or benefits of the Guarantors set forth in subsection (e) above are expressly subordinated to the prior payment, observance and performance in full of the ObligationsGuarantied Obligations and each Guarantor shall withhold exercise of any such right or benefit until the Guarantied Obligations shall have been paid in full and all Commitments shall have been terminated. Any money received by any Guarantor in violation of this Section the immediately preceding sentence shall be held in trust by such Guarantor for the benefit of the Trustee and the HoldersGuarantied Parties. If a claim is ever made upon the Trustee and the HoldersGuarantied Parties, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Guarantied Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including the CompanyBorrower, then in such event such each Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Guarantied Obligations, and such Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each Guarantor hereby expressly waives, to the extent permitted by applicable law: (a) notice of acceptance of this Guaranty, ; (b) notice of the existence or creation of all or any of the Obligations, ; (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, ; (d) all diligence in collection or protection of or realization upon the Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing foregoing; and (e) until the indefeasible payment in full of the Obligations, all rights of subrogation, indemnification, contribution and reimbursement against the Companyany Obligor, all rights to enforce any remedy that the Trustee and the HoldersSecured Parties, or any of them, may have against the Company any Obligor and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the HoldersSecured Parties, or any of them, in respect of the Obligations, even upon payment in full of the Obligations. Any money received by any Guarantor in violation of this Section 10 shall be held in trust by such Guarantor for the benefit of the Trustee and the HoldersSecured Parties. If a claim is ever made upon the Trustee and the HoldersSecured Parties, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including the Companyincluding, without limitation, any Obligor, then in such event such Guarantor agrees the Guarantors agree that any such judgment, decree, order, settlement, or compromise shall be binding upon such Guarantorthe Guarantors, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Obligations, and such Guarantor the Guarantors shall be and shall remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such PersonPerson (but only to the extent of the guaranty of Guaranteed Indebtedness set forth in Section 2 hereof).

Waivers by Guarantor. Each The Guarantor hereby expressly waives, to the extent permitted by Applicable Law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Guarantied Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, and (d) all diligence in collection or protection of or realization upon the Guarantied Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all foregoing. All rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrowers, all rights to enforce any remedy the Trustee and the HoldersGuarantied Parties, or any of them, may have against the Company Borrowers and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the HoldersGuarantied Parties, or any of them, in respect of the Guarantied Obligations, even upon payment in each case, that the Guarantor may have at any time, are expressly subordinated to the prior payment, observance and performance in full of the ObligationsGuarantied Obligations and the Guarantor shall withhold exercise of any such right or benefit until the Guarantied Obligations shall have been paid in full and all Commitments shall have been terminated. Any money received by any the Guarantor in violation of this Section the immediately preceding sentence shall be held in trust by such the Guarantor for the benefit of the Trustee and the HoldersGuarantied Parties. If a claim is ever made upon the Trustee and the HoldersGuarantied Parties, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Guarantied Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including including, without limitation, the CompanyBorrowers, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Guarantied Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives, to the extent permitted by Applicable Law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrower, all rights to enforce any remedy the Trustee Lenders and the HoldersAdministrative Agent, or any of them, may have against the Company Borrower and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee Lenders and the HoldersAdministrative Agent, or any of them, in respect of the Obligations, even upon until payment in full of the Obligations. Any money received by any the Guarantor in violation of this Section 10 shall be held in trust by such the Guarantor for the benefit of the Trustee Lenders and the HoldersAdministrative Agent. If a claim is ever made upon the Trustee Lenders and the HoldersAdministrative Agent, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including including, without limitation, the CompanyBorrower, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives, to the extent permitted by Applicable Law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Guarantied Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, whatsoever and (d) all diligence in collection or protection of or realization upon the Guarantied Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing foregoing, and (e) all rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrowers, all rights to enforce any remedy the Trustee and the HoldersGuarantied Parties, or any of them, may have against the Company Borrowers and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the HoldersGuarantied Parties, or any of them, in respect of the Guarantied Obligations, even upon payment in each case, that the Guarantor may have at any time, are expressly subordinated to the prior payment, observance and performance in full of the ObligationsGuarantied Obligations and the Guarantor shall withhold exercise of any such right or benefit until the Guarantied Obligations shall have been paid in full and all Commitments shall have been terminated. Any money received by any the Guarantor in violation of this Section the immediately preceding sentence shall be held in trust by such the Guarantor for the benefit of the Trustee and the HoldersGuarantied Parties. If a claim is ever made upon the Trustee and the HoldersGuarantied Parties, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Guarantied Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including the Companyany Borrower, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Guarantied Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each Noteholders' Freedom to Act. The Guarantor hereby expressly waives: (a) agrees that the Obligations will be paid and performed strictly in accordance with their respective terms, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of any Noteholder with respect thereto. The Guarantor waives promptness, diligence, presentment, demand, protest, notice of acceptance of this Guarantyacceptance, (b) notice of any Obligations incurred and all other notices of any kind, all defenses which may be available by virtue of any valuation, stay, moratorium law or other similar law now or hereafter in effect, any right to require the existence marshalling of assets of the Borrower or creation of all any other entity or other person primarily or secondarily liable with respect to any of the Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoeversuretyship defenses generally. Without limiting the generality of the foregoing, the Guarantor agrees to the provisions of any instrument evidencing, securing or otherwise executed in connection with any Obligation and agrees that the obligations of the Guarantor hereunder shall not be released or discharged, in whole or in part, or otherwise affected by (di) all diligence in collection the failure of any Noteholder to assert any claim or protection of demand or realization upon to enforce any right or remedy against the Obligations Borrower or any part thereof, any obligation hereunder, other entity or any security for other person primarily or secondarily liable with respect to any of the foregoing and Obligations; (eii) all rights of subrogationany extensions, indemnificationcompromise, contribution and reimbursement against the Companyrefinancing, all rights to enforce any remedy the Trustee and the Holders, consolidation or any of them, may have against the Company and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the Holders, or any of them, in respect of the Obligations, even upon payment in full of the Obligations. Any money received by any Guarantor in violation of this Section shall be held in trust by such Guarantor for the benefit of the Trustee and the Holders. If a claim is ever made upon the Trustee and the Holders, or any of them, for the repayment or recovery renewals of any amount Obligation; (iii) any change in the time, place or amounts received by any manner of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgmentrescissions, decreewaivers, compromise, refinancing, consolidation or order other amendments or modifications of any court of the terms or administrative body having jurisdiction over such Person provisions of the Note Agreements, the other Note Documents or any other agreement evidencing, securing or otherwise executed in connection with any of its propertythe Obligations; (iv) the addition, substitution or (b) any good faith settlement or compromise release of any such claim effected by such Person with entity or other person primarily or secondarily liable for any such claimant, including Obligation; (v) the Company, then in such event such Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such Guarantor, notwithstanding any revocation hereof or the cancellation adequacy of any promissory note rights which any Noteholder may have against any collateral security or other instrument evidencing means of obtaining repayment of any of the Obligations; (vi) the impairment of any collateral securing any of the Obligations, and including without limitation the failure to perfect or preserve any rights which any Noteholder might have in such collateral security or the substitution, exchange, surrender, release, loss or destruction of any such collateral security or the substitution, exchange, surrender, release, loss or destruction of any such collateral security; or (vii) any other act or omission which might in any manner or to any extent vary the risk of the Guarantor shall or otherwise operate as a release or discharge of the Guarantor, all of which may be and remain obligated to such Person hereunder for the amount so repaid or recovered done without notice to the same Guarantor. To the fullest extent as if permitted by law, the Guarantor hereby expressly waives any and all rights or defenses arising by reason of (A) any "one action" or "anti-deficiency" law which would otherwise prevent any Noteholder from bringing any action, including any claim for a deficiency, or exercising any other right or remedy (including any right of set-off), against the Guarantor before or after such amount had never originally been received Noteholder's commencement or completion of any foreclosure action, whether judicially, by such Personexercise of power of sale or otherwise, or (B) any other law which in any other way would otherwise require any election of remedies by any Noteholder.

Waivers by Guarantor. Each The Guarantor hereby expressly waives, to the extent permitted by Applicable Law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Guarantied Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Guarantied Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrowers, all rights to enforce any remedy the Trustee and the HoldersGuarantied Parties, or any of them, may have against the Company Borrowers and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the HoldersGuarantied Parties, or any of them, in respect of the Guarantied Obligations, even upon payment in full of the Guarantied Obligations. Any money received by any the Guarantor in violation of this Section shall be held in trust by such the Guarantor for the benefit of the Trustee and the HoldersGuarantied Parties. If a claim is ever made upon the Trustee and the HoldersGuarantied Parties, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Guarantied Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including any of the CompanyBorrowers, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Guarantied Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives, to the extent permitted by Applicable Law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrower, all rights to enforce any remedy the Trustee Lenders and the HoldersAdministrative Agent, or any of them, may have against the Company Borrower and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee Lenders and the HoldersAdministrative Agent, or any of them, in respect of the Obligations, even upon until payment in full of the Obligations. Any money received by any the Guarantor in violation of this Section 12 shall be held in trust by such the Guarantor for the benefit of the Trustee Lenders and the HoldersAdministrative Agent. If a claim is ever made upon the Trustee Lenders and the HoldersAdministrative Agent, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including including, without limitation, the CompanyBorrower, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all rights of subrogation, indemnification, contribution contribution, and reimbursement against the CompanyBorrower, all rights to enforce any remedy the Trustee Lenders and the HoldersAdministrative Agent, or any of them, may have against the Company Borrower and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee Lenders and the HoldersAdministrative Agent, or any of them, in respect of the Obligations, even upon until irrevocable payment in full of the Obligations. Any money received by any the Guarantor in violation of this Section shall be held in trust by such the Guarantor for the benefit of the Trustee Lenders and the HoldersAdministrative Agent. If a claim is ever made upon the Trustee Lenders and the HoldersAdministrative Agent, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including the CompanyBorrower, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives, to the extent permitted by Applicable Law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Guarantied Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, and (d) all diligence in collection or protection of or realization upon the Guarantied Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) foregoing. To the extent permitted by Applicable Law, all rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrower, all rights to enforce any remedy the Trustee and the HoldersGuarantied Parties, or any of them, may have against the Company Borrower and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the HoldersGuarantied Parties, or any of them, in respect of the Guarantied Obligations, even upon payment in each case, that the Guarantor may have at any time, are expressly subordinated to the prior payment, observance and performance in full of the ObligationsGuarantied Obligations and the Guarantor shall withhold exercise of any such right or benefit until the Guarantied Obligations shall have been paid in full and all Commitments shall have been terminated. Any money received by any the Guarantor in violation of this Section the immediately preceding sentence shall be held in trust by such the Guarantor for the benefit of the Trustee and the HoldersGuarantied Parties. If a claim is ever made upon the Trustee and the HoldersGuarantied Parties, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Guarantied Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including including, without limitation, the CompanyBorrower, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Guarantied Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrower, all rights to enforce any remedy the Trustee Banks, the Swing Line Lender, and the HoldersAdministrative Agent, or any of them, may have against the Company Borrower and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee Banks, the Swing Line Lender, and the HoldersAdministrative Agent, or any of them, in respect of the Obligations, even upon payment in full of the Obligations. Any money received by any the Guarantor in violation of this Section shall be held in trust by such the Guarantor for the benefit of the Trustee Banks, the Swing Line Lender and the HoldersAdministrative Agent. If a claim is ever made upon the Trustee Banks, the Swing Line Lender, and the HoldersAdministrative Agent, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including the CompanyBorrower, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives, to the extent permitted by Applicable Law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Guarantied Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, and (d) all diligence in collection or protection of or realization upon the Guarantied Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) foregoing. To the extent permitted by Applicable Law, all rights of subrogation, indemnification, contribution and reimbursement against the CompanyBorrowers, all rights to enforce any remedy the Trustee and the HoldersGuarantied Parties, or any of them, may have against the Company Borrowers and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the HoldersGuarantied Parties, or any of them, in respect of the Guarantied Obligations, even upon payment in each case, that the Guarantor may have at any time, are expressly subordinated to the prior payment, observance and performance in full of the ObligationsGuarantied Obligations and the Guarantor shall withhold exercise of any such right or benefit until the Guarantied Obligations shall have been paid in full and all Commitments shall have been terminated. Any money received by any the Guarantor in violation of this Section the immediately preceding sentence shall be held in trust by such the Guarantor for the benefit of the Trustee and the HoldersGuarantied Parties. If a claim is ever made upon the Trustee and the HoldersGuarantied Parties, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Guarantied Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including including, without limitation, the CompanyBorrowers, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Guarantied Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each The Guarantor hereby expressly waives: , to the extent permitted by Applicable Law, (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing and (e) all rights of subrogation, indemnification, contribution contribution, and reimbursement against the CompanyBorrower, all rights to enforce any remedy the Trustee and the HoldersGuarantied Parties, or any of them, may have against the Company Borrower and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the HoldersGuarantied Parties, or any of them, in respect of the Obligations, even upon until irrevocable payment in full of the Obligations. Any money received by any the Guarantor in violation of this Section shall be held in trust by such the Guarantor for the benefit of the Trustee and the HoldersGuarantied Parties. If a claim is ever made upon the Trustee and the HoldersGuarantied Parties, or any of them, for the repayment or recovery of any amount or amounts received by any of them in payment of any of the Obligations and such Person repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person or any of its property, or (b) any good faith settlement or compromise of any such claim effected by such Person with any such claimant, including the CompanyBorrower, then in such event such the Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such the Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Obligations, and such the Guarantor shall be and remain obligated to such Person hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Person.

Waivers by Guarantor. Each Guarantor hereby expressly waives, to the extent permitted by applicable law: (a) notice of acceptance of this Guaranty, (b) notice of the existence or creation of all or any of the Guaranteed Obligations, (c) presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) all diligence in collection or protection of or realization upon the Guaranteed Obligations or any part thereof, any obligation hereunder, or any security for any of the foregoing foregoing, and (e) until Security Termination, all rights of subrogation, indemnification, contribution contribution, and reimbursement against from the CompanyBorrower, all rights to enforce any remedy which the Trustee and the HoldersSecured Parties, or any of them, may have against the Company Borrower and any benefit of, or right to participate in, any collateral or security now or hereinafter held by the Trustee and the Holders, or any of them, the Secured Parties in respect of the Obligations, even upon payment in full of the Guaranteed Obligations. Any money received by any Guarantor in violation of this Section shall be held in trust by such Guarantor for the benefit of the Trustee and the HoldersSecured Parties. If a claim is ever made upon the Trustee and the Holders, or any of them, the Secured Parties for the repayment or recovery of any amount or amounts received by any of them such Secured Party in payment of any of the Guaranteed Obligations and such Person Secured Party repays all or part of such amount by reason of (a) any judgment, decree, or order of any court or administrative body having jurisdiction over such Person Secured Party or any of its property, property or (b) any good faith settlement or compromise of any such claim effected by such Person Secured Party with any such claimant, including the CompanyBorrower, then in such event such each Guarantor agrees that any such judgment, decree, order, settlement, or compromise shall be binding upon such Guarantor, notwithstanding any revocation hereof or the cancellation of any promissory note or other instrument evidencing any of the Guaranteed Obligations, and such Guarantor shall be and remain obligated to such Person Secured Party hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such PersonSecured Party.