Common use of WAIVERS BY XXXXXXXX Clause in Contracts

WAIVERS BY XXXXXXXX. Borrower hereby waives, for the benefit of Lender: (a) any right to require Lender, as a condition of payment or performance by Xxxxxxxx, to (i) proceed against any other any guarantor of the obligations hereunder (the “Obligations”) or any other person, entity or group, (ii) proceed against or exhaust any security held from any guarantor or any other person, entity or group or (iii) pursue any other remedy in the power of Lender whatsoever; (b) any defense arising by reason of the incapacity, lack of authority or any disability or other defense of Borrower, its subsidiaries or any guarantor including any defense based on or arising out of the lack of validity or the unenforceability of the Obligations or any agreement or instrument relating thereto or by reason of the cessation of the liability Borrower of any guarantor from any cause other than payment in full of the Obligations; (c) any defense based upon any statute or rule of law which provides that the obligation of a surety must be neither larger in amount nor in other respects more burdensome than that of the principal; (d) any defense based upon Xxxxxx’s errors or omissions in the administration of the Obligations, except behavior which amounts to bad faith; (e) (i) any principles or provisions of law, statutory or otherwise, which are or might be in conflict with the terms hereof and any legal or equitable discharge of Borrower’s obligations hereunder, (ii) the benefit of any statute of limitations affecting Borrower’s liability hereunder or the enforcement hereof, (iii) any rights to set offs, recoupments and counterclaims, and (iv) promptness, diligence and any requirement that Lender protect, secure, perfect or insure any security interest or lien or any property subject thereto; (f) notices, demands, presentments, protests, notices of protest, notices of dishonor and notices of any action or inaction, including acceptance hereof, notices of default hereunder or any agreement or instrument related hereto, notices of any renewal, extension or modification of the Obligations or any agreement related thereto, notices of any extension of credit to Borrower and notices of any other matters and any right to consent hereunder to any thereof; and (g) any defenses or benefits that may be derived from or afforded by law which limit the liability of or exonerate guarantors or sureties, or which may conflict with the terms hereof.

WAIVERS BY XXXXXXXX. To the fullest extent permitted by Applicable Law, Borrower hereby waives, for the benefit of Lender: waives (a) any the right to require Lendertrial by jury (which the Lender hereby also waives) in any proceeding or dispute of any kind relating in any way to this Agreement, as a condition of payment Obligations or performance by Xxxxxxxx, to (i) proceed against any other any guarantor of the obligations hereunder (the “Obligations”) or any other person, entity or group, (ii) proceed against or exhaust any security held from any guarantor or any other person, entity or group or (iii) pursue any other remedy in the power of Lender whatsoeverCollateral; (b) any defense arising by reason presentment, demand, protest, notice of the incapacitypresentment, lack of authority default, non- payment, maturity, release, compromise, settlement, extension or any disability or other defense of Borrower, its subsidiaries or any guarantor including any defense based on or arising out of the lack of validity or the unenforceability of the Obligations or any agreement or instrument relating thereto or by reason of the cessation of the liability Borrower renewal of any guarantor from commercial paper, accounts, documents, instruments, chattel paper and guaranties at any cause other than payment time held by the Lender on which Borrower may in full of any way be liable, and hereby ratifies anything the ObligationsLender may do in this regard; (c) notice prior to taking possession or control of any defense based upon any statute or rule of law which provides that the obligation of a surety must be neither larger in amount nor in other respects more burdensome than that of the principalCollateral; (d) any defense based upon Xxxxxx’s errors bond or omissions in security that might be required by a court prior to allowing the administration of the Obligations, except behavior which amounts Lender to bad faithexercise any rights or remedies; (e) (i) any principles or provisions of law, statutory or otherwise, which are or might be in conflict with the terms hereof and any legal or equitable discharge of Borrower’s obligations hereunder, (ii) the benefit of any statute of limitations affecting Borrower’s liability hereunder or the enforcement hereofall valuation, (iii) any rights to set offs, recoupments appraisement and counterclaims, and (iv) promptness, diligence and any requirement that Lender protect, secure, perfect or insure any security interest or lien or any property subject theretoexemption laws; (f) noticesany claim against the Lender, demandson any theory of liability, presentmentsfor special, protestsindirect, notices of protestconsequential, notices of dishonor and notices of exemplary or punitive damages (as opposed to direct or actual damages) in any action or inaction, including acceptance hereof, notices of default hereunder or any agreement or instrument related hereto, notices of any renewal, extension or modification of the Obligations or any agreement related thereto, notices of any extension of credit to Borrower and notices of any other matters and any right to consent hereunder way relating to any thereofObligations, this Agreement, the other Loan Documents or transactions relating hereto; and (g) any defenses or benefits notice of acceptance hereof. Borrower acknowledges that the foregoing waivers are a material inducement to the Lender entering into this Agreement and that they are relying upon the foregoing in their dealings with Borrower. Xxxxxxxx has each reviewed the foregoing waivers with its legal counsel and has knowingly and voluntarily waived its jury trial and other rights following consultation with legal counsel. In the event of litigation, this Agreement may be derived from or afforded filed as a written consent to a trial by law which limit the liability of or exonerate guarantors or sureties, or which may conflict with the terms hereofcourt.