Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following: (a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person; (b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance; (c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and (d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Credit Agreement (Sl Industries Inc)
Waivers, etc. Each of the The Guarantors hereby waives waive any defense to or ------------- limitation on its their obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 2.02 hereof. Without limitation and to the fullest full extent permitted by applicable law, each Guarantor waives the Guarantors waive each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 2.02 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied ObligationGuaranteed obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or and the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any Guarantor receive notice of any such acceptance;.
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or and the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent or and the LendersBanks, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Guaranty and Suretyship Agreement (Mariner Post Acute Network Inc)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw and except for termination or release of a Guarantor’s obligations hereunder in accordance with the terms of Section 19, each Guarantor waives each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Secured Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Secured Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Secured Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the LendersSecured Parties, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Secured Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Secured Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency lawsLaws, “one action” laws Laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersSecured Parties, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the LendersSecured Parties, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; andand {N0221554 }
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of themSecured Party, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency lawsLaws, “"one action” laws " Laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Lenders, or any of them Secured Party (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, Secured Party to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Revolving Credit Facility (DSW Inc.)
Waivers, etc. Each of the The Guarantors hereby waives waive any defense to or limitation on its their obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 2.02 hereof. Without limitation and to the fullest full extent permitted by applicable law, each Guarantor waives the Guarantors waive each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 2.02 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any presentment, notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or and the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any Guarantor receive notice of any such acceptance;.
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or and the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent or and the LendersBanks, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and.
(d) Any and all defenses it may now Notwithstanding any payment or hereafter have based on principles of suretyship, impairment of collateralpayments made by each Guarantor hereunder, or any set-off or application of funds of such Guarantor by the likeAgent or any Bank, such Guarantor shall not be entitled to be subrogated to any of the rights of the Agent or any Bank against the Borrower or against any collateral security or guarantee or right of offset held by the Agent or any Bank for the payment of the Guaranteed Obligations, nor shall such Guarantor seek any reimbursement from the Borrower in respect of payments made by such Guarantor hereunder, until all amounts owing to the Agent and the Banks by the Borrower on account of the Guaranteed Obligations are paid in full and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Agent and the Banks, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent in the exact form received by such Guarantor (duly endorsed by such Guarantor to the Agent, if required), to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as the Agent may determine.
Appears in 1 contract
Samples: Credit Agreement (Louisville Gas & Electric Co /Ky/)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, Law each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling marshaling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Credit Agreement (Ii-Vi Inc)
Waivers, etc. Each of To the Guarantors full extend permitted by law, Guarantor hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof3. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantorother guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof3; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Credit Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Credit Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Credit Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Credit Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Credit Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Guaranty and Suretyship Agreement (CastleRock Security Holdings, Inc.)
Waivers, etc. Each of the Guarantors The Guarantor hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 9.02 hereof. Without limitation and to limitation, the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any the Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 9.02 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of them, Lender or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any the Guarantor receive notice of any such acceptance;.
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Lenders, or any of them Lender (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, Lender to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower Company or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower Company or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower Company or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower Company or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower Company or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Refinancing Credit Agreement (Westinghouse Air Brake Technologies Corp)
Waivers, etc. Each Subject to Section 18, if applicable, each of the Guarantors hereby waives any defense to or limitation on its obligations Guaranteed Obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including including, but not limited to to, anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Refinancing Credit Agreement (Westinghouse Air Brake Technologies Corp)
Waivers, etc. Each To the fullest extent permitted by applicable law, each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 3.3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) 3.4.1 All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 3.3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) 3.4.2 Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of themAdministrative Agent, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) 3.4.3 Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) 3.4.4 Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the likelike (other than the defense that the Guarantied Obligations shall have been fully and finally performed and indefeasibly paid).
Appears in 1 contract
Samples: Credit Agreement (3d Systems Corp)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any other Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, collateral or the like.
Appears in 1 contract
Waivers, etc. Each To the fullest extent permitted by Applicable Law, each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 3.3 hereof. Without limitation and to the fullest extent permitted by applicable lawApplicable Law, each Guarantor waives each of the following:
(a) 3.4.1. All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 3.3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) 3.4.2. Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of themAdministrative Agent, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) 3.4.3. Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations)) or any other Secured Party, which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) 3.4.4. Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the likelike (other than the defense that the Guarantied Obligations shall have been fully and finally performed and indefeasibly paid).
Appears in 1 contract
Samples: Credit Agreement (3d Systems Corp)
Waivers, etc. Each Subject to Section 20, if applicable, to the fullest extent it can do so in accordance with applicable Law, each of the Guarantors hereby waives any defense to or limitation on its obligations Guaranteed Obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including including, but not limited to anti-deficiency to, anti‑deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Credit Agreement (Glatfelter P H Co)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the LendersBanks, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the likeLike.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives waives, to the fullest extent permitted by Law, any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower Borrowers or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower Borrowers or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower Borrowers or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower Borrowers or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower Borrowers or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors The Guarantor hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof3. Without limitation and to the fullest extent permitted by applicable lawLaw, each the Guarantor waives each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any the Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof3; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Bond Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower Issuer or any other Person to comply with any Loan Bond Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower Issuer or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower Issuer or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower Issuer or any other Person of any other right or remedy under or in connection with any Loan Bond Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of them, the FM Parties or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Bond Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Bond Document, and any requirement that any the Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Lenders, or any of them the FM Parties (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, the FM Parties to seek a deficiency against the Borrower Issuer or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and;
(d) Any defense based on a claim that the Guarantor is a subsurety or cosurety with Farmer Mac or any of its Affiliates; and
(e) Any and all other defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Guaranty (Farmland Partners Inc.)
Waivers, etc. Each Subject to Section 20, if applicable, to the fullest extent it can do so in accordance with applicable Law, each of the Guarantors hereby waives any defense to or limitation on its obligations Guaranteed Obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including including, but not limited to to, anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Credit Agreement (Glatfelter Corp)
Waivers, etc. Each The Guarantor unconditionally waives: (a) notice of any of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance matters referred to in Section 3 hereof. Without limitation and above; (b) all notices which may be required by statute, rule of law or otherwise to preserve any rights of any Lender or Agent, including, without limitation, notice to the fullest extent permitted by applicable lawGuarantor of default, each Guarantor waives each of the following:
(a) All notices, disclosures presentment to and demand of payment or performance from any nature which otherwise might be required from time Subsidiary Borrower and protest for non-payment or dishonor; (c) any right to time to preserve intact the exercise by any rights against any Guarantor, including the following: any notice Lender or Agent of any event right, remedy, power or circumstance described privilege in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or connection with any of the Guarantied ObligationsTransaction Documents; (d) any notice requirement of the incurrence of any Guarantied Obligation; any notice of any default diligence or any failure marshaling on the part of the Borrower any Lender or Agent; (e) any other Person to comply with requirement that any Loan Document Lender or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the businessAgent, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcydefault by any Subsidiary Borrower, insolvencyfirst make demand upon or seek to enforce remedies against, reorganization or similar proceeding, or to the exercise against the any Subsidiary Borrower or any other Person guarantor before demanding payment under or seeking to enforce this Guaranty; (f) any right to notice of the disposition of any other security which any Lender or Agent may hold from any Subsidiary Borrower or otherwise and any right or remedy under or to object to the commercial reasonableness of the disposition of any such security; and (g) all errors and omissions in connection with any Loan Document Lender’s or Agent’s administration of any of the Guarantied Obligations or any direct or indirect security for Guaranteed Obligations, any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, Transaction Documents or any of themother guarantor, or any other Person; act or omission of any requirement Lender or Agent which changes the scope of the Guarantor’s risk. The obligations of the Guarantor hereunder shall be complete and binding forthwith upon the execution of this Guaranty by it and subject to exhaust any remedies under no condition whatsoever, precedent or otherwise, and notice of acceptance hereof or action in connection with, or to mitigate reliance hereon shall not be required. If acceleration of the damages resulting from default under, any Loan Document or time for payment of any of the Guarantied Guaranteed Obligations is stayed upon the insolvency, bankruptcy or reorganization of any direct or indirect security for Subsidiary Borrower, all such amounts otherwise subject to acceleration under the terms of any Transaction Document shall nonetheless be payable by the Guarantor hereunder forthwith on demand by the Administrative Agent made at the request of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Required Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Credit Agreement (Miller Herman Inc)
Waivers, etc. Each of the Guarantors The Guarantor hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 2.02 hereof. Without limitation and to limitation, the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any the Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 2.02 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of them, Lender or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any the Guarantor receive notice of any such acceptance;.
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Lenders, or any of them Lender (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, Lender to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the The Guarantors hereby waives waive any defense to or limitation on its their obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 2.2 hereof. Without limitation and to limitation, the fullest extent permitted by applicable law, each Guarantor waives Guarantors waive each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 2.2 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the Borrower or any other Person Persons to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;Persons.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person Persons in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person Persons of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of themBank, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any Guarantor receive notice of any such acceptance;.
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency antideficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersBank, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, Bank to seek a deficiency against the Borrower or any other Person Persons or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Guaranty and Suretyship Agreement (Cultural Access Worldwide Inc)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 4 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 4 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower Borrower, any Guarantor or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower Borrower, any Guarantor or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower Borrower, any Guarantor or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower Borrower, any Guarantor or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower Borrower, any Guarantor or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it any Guarantor may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Revolving Credit Facility (Advanced Drainage Systems, Inc.)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the LendersBanks, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the The Guarantors hereby waives waive any defense to or ------------ limitation on its their obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 hereof. 2.02 hereof Without limitation and to the fullest full extent permitted by applicable law, each Guarantor waives the Guarantors waive each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 hereof; 2.02 hereof any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person Obligor to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;Obligor.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person Obligor in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person Obligor of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any Guarantor receive notice of any such acceptance;.
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent or the LendersBanks, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each To the fullest extent permitted under applicable Law, each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order Law now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, dishonor or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the Borrower Borrower, any other Loan Party, any Guarantor or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other PersonLoan Party;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person Loan Party in the event of any bankruptcy, insolvency, reorganization or similar proceedingInsolvency Proceeding, or to the exercise against the Borrower or any other Person Loan Party of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of any one or more of the Agent or the Lenders, or any of them, or any other PersonGuaranteed Creditors; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty Agreement or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws Laws or the like), or by reason of any election of remedies or other action or inaction by any one or more of the Agent or the Lenders, or any of them Guaranteed Creditors (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of any one or more of the Agent or the Lenders, or any of them, Guaranteed Creditors to seek a deficiency against the Borrower or any other Person Loan Party or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it any Guarantor may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Credit Agreement (Ferroglobe PLC)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof, excepting only Payment in Full and performance of the Guarantied Obligations in full. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(ai) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document, any Other Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document, any Other Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(bii) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document, any Other Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied ObligationsObligations (other than to preserve such claim); any requirement of promptness or diligence on the part of the Agent Administrative Agent, the Lenders or the Lendersother Secured Parties, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document, any Other Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document or Other Document, and any requirement that any Guarantor receive notice of any such acceptance;
(ciii) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent Administrative Agent, the Lenders or the Lendersother Secured Parties, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent Administrative Agent, the Lenders or the Lendersother Secured Parties, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(div) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the The Guarantors hereby waives waive any defense to or limitation on its their obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 2.2 hereof. Without limitation and to limitation, the fullest extent permitted by applicable law, each Guarantor waives Guarantors waive each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 2.2 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the Borrower or any other Person Persons to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;Persons.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person Persons in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person Persons of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of themBank, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any Guarantor receive notice of any such acceptance;.
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersBank, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, Bank to seek a deficiency against the Borrower or any other Person Persons or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Guaranty and Suretyship Agreement (Valley Forge Dental Associates Inc)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower Borrower, any Guarantor or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower Borrower, any Guarantor or any other Person;
(b) Any right to any marshalling of assets, any right to the filing filing, subject to the provisions of Section 6 below, of any claim against the Borrower Borrower, any Guarantor or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise exercise, subject to the provisions of Section 6 below, against the Borrower Borrower, any Guarantor or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; (except for, following the indefeasible payment and performance in full of the Guaranteed Obligations, the filing of claims, or the exercise of rights and remedies under or the exercise of rights and remedies under or in connection with the Loan Documents, against other Loan Parties, in each case, as and to the extent permitted by Section 6) any requirement of promptness or diligence on the part of the Agent, the Collateral Agent or the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent, the Collateral Agent or the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent, the Collateral Agent or the LendersBanks, or any of them, to seek a deficiency against the Borrower Borrower, any Guarantor or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Continuing Agreement of Guaranty and Suretyship (Westmoreland Coal Co)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) 22.1 All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) 22.2 Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) 22.3 Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) 22.4 Any and all defenses it any Guarantor may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Continuing Agreement of Guaranty and Suretyship (Hallador Petroleum Co)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including including, but not limited to to, anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent or the LendersBanks, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Credit Agreement (Glatfelter P H Co)
Waivers, etc. Each of the The Guarantors hereby waives waive any defense to or ------------- limitation on its their obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 2.02 hereof. Without limitation and to the fullest full extent permitted by applicable law, each Guarantor waives the Guarantors waive each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 2.02 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any Guarantor receive notice of any such acceptance;.
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Administrative Agent or the LendersBanks, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereofhereof excepting Payment in Full. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand (other than notices required to be given under the Loan Documents) of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security security, if any, for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security security, if any, for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations, if any), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Continuing Agreement of Guaranty and Suretyship (Bob Evans Farms Inc)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required re- quired from time to time to preserve intact any rights against any Guarantor, including the followingfollow- ing: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpaymentnon- payment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaran- tied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default de- fault or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower Bor- rower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy rem- edy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lendersother Secured Parties, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lendersother Secured Parties, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other oth- er action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lendersother Secured Parties, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges dis- charges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyshipsurety- ship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the The Guarantors hereby waives waive any defense to or limitation on its their obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 2.02 hereof. Without limitation and to limitation, the fullest extent permitted by applicable law, each Guarantor waives Guarantors waive each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 2.02 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the Borrower or any other Person Persons to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person Persons in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person Persons of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or and the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of To the Guarantors fullest extent permitted by law, the Guarantor hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 hereof2.2. Without limitation and limitation, to the fullest extent permitted by applicable law, each the Guarantor waives each of the following:
(a) All all notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any the Guarantor, including the following: (i) any notice of any event or circumstance described in Section 3 hereof; 2.2, (ii) any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; , (iii) any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; , (iv) any notice of the incurrence of any Guarantied Guaranteed Obligation; , (v) any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; , and (vi) any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization reorganization, dissolution or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of any Lender, the Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any the Guarantor receive notice of any such acceptance;; and
(c) Any any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the likesimilar laws), or by reason of any election of remedies or other action or inaction by any Lender or the Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent Lenders or the Lenders, or any of them, Agent to seek a deficiency against the Borrower or any other Person Person, or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now Guaranteed Obligations or hereafter have based on principles any recourse of suretyship, impairment of collateral, the Guarantor against the Borrower or the likeany other Person.
Appears in 1 contract
Samples: Guaranty and Suretyship Agreement (Steel Dynamics Inc)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of themSecured Party, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency lawsLaws, “one action” laws Laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the Lenders, or any of them Secured Party (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, Secured Party to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of the The Guarantors hereby waives waive any defense to or limitation on its their obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Agreement arising out of or based on any event or circumstance referred to in Section 3 2.2 hereof. Without limitation and to limitation, the fullest extent permitted by applicable law, each Guarantor waives Guarantors waive each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including without limitation the following: any notice of any event or circumstance described in Section 3 2.2 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the Borrower or any other Person Persons to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;Persons.
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person Persons in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person Persons of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or the Lenders, or any of themBank, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any Guarantor receive notice of any such acceptance;.
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersBank, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Agent or the Lenders, or any of them, Bank to seek a deficiency against the Borrower or any other Person Persons or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Guaranty and Suretyship Agreement (Valley Forge Dental Associates Inc)
Waivers, etc. Each of the Guarantors hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the LendersBanks, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Samples: Credit Agreement (Big Lots Inc)
Waivers, etc. Each Subject to Section 18, if applicable, each of the Guarantors hereby waives any defense to or limitation on its obligations Guaranteed Obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the any Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the any Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the any Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including including, but not limited to to, anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the any Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each Subject to Sections 20, 21, 22, 23 and 24, as applicable, to the fullest extent it can do so in accordance with applicable Law, each of the Guarantors hereby waives any defense to or limitation on its obligations Guaranteed Obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable lawLaw, each Guarantor waives each of the following:
(a) All notices, disclosures and demand of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any lawLaw, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; any notice of the incurrence of any Guarantied Guaranteed Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Administrative Agent or the Lenders, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including including, but not limited to to, the benefit of discussion and division, anti-deficiency laws, “one action” laws or the like), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Guaranteed Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like.
Appears in 1 contract
Waivers, etc. Each of To the Guarantors fullest extent permitted by Law, the Parent hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) Article X arising out of or based on any event or circumstance referred to in Section 3 hereof10.02. Without limitation and limitation, to the fullest extent permitted by applicable lawLaw, each Guarantor the Parent waives each of the followingfollowing for purposes of this Article X:
(a) All all notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantorthe Parent, including the following: (i) any notice of any event or circumstance described in Section 3 hereof; 10.02, (ii) any notice required by any law, regulation or order Law now or hereafter in effect in any jurisdiction; , (iii) any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Guaranteed Obligations; , (iv) any notice of the incurrence of any Guarantied Guaranteed Obligation; , (v) any notice of any default (other than notices expressly required under Article IX hereof) or any failure on the part of the any Other Borrower or any other Person to comply with any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; , and (vi) any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the any Other Borrower or any other Person;
(b) Any any right to any marshalling of assets, to the filing of any claim against the any Other Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization reorganization, dissolution or similar proceeding, or to the exercise against the any Other Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Guaranteed #89365364v21 Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any requirement of promptness or diligence on the part of the Agent or the LendersAdministrative Agent, or any of them, Lender or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Guaranteed Obligations or any direct or indirect security for any of the Guarantied Guaranteed Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan DocumentAgreement, and any requirement that any Guarantor the Parent receive notice of any such acceptance;; and
(c) Any any defense or other right arising by reason of any law Law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “one action” laws or the likesimilar laws), or by reason of any election of remedies or other action or inaction by the Administrative Agent or the Lenders, or any of them Lender (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Guaranteed Obligations), which results in denial or impairment of the right of the Administrative Agent or the Lenders, or any of them, Lenders to seek a deficiency against the any Other Borrower or any other Person Person, or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now Guaranteed Obligations or hereafter have based on principles any recourse of suretyship, impairment of collateral, the Parent against any Other Borrower or the likeany other Person.
Appears in 1 contract
Samples: Revolving Credit Agreement (Air Products & Chemicals Inc /De/)
Waivers, etc. Each of the Guarantors Guarantor hereby waives any defense to or limitation on its obligations under this Guaranty (other than, and to the extent of, the defense of prior indefeasible payment in full of the Guarantied Obligations) arising out of or based on any event or circumstance referred to in Section 3 hereof. Without limitation and to the fullest extent permitted by applicable law, each Guarantor waives each of the following:
(a) All notices, disclosures and demand demands of any nature which otherwise might be required from time to time to preserve intact any rights against any Guarantor, including the following: any notice of any event or circumstance described in Section 3 hereof; any notice required by any law, regulation or order now or hereafter in effect in any jurisdiction; any notice of nonpayment, nonperformance, dishonor, or protest under any Loan Document or any of the Guarantied Obligations; any notice of the incurrence of any Guarantied Obligation; any notice of any default or any failure on the part of the Borrower or any other Person to comply with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; and any notice of any information pertaining to the business, operations, condition (financial or otherwise) or prospects of the Borrower or any other Person;
(b) Any right to any marshalling of assets, to the filing of any claim against the Borrower or any other Person in the event of any bankruptcy, insolvency, reorganization or similar proceeding, or to the exercise against the Borrower or any other Person of any other right or remedy under or in connection with any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any requirement of promptness or diligence on the part of the Agent or the LendersBanks, or any of them, or any other Person; any requirement to exhaust any remedies under or in connection with, or to mitigate the damages resulting from default under, any Loan Document or any of the Guarantied Obligations or any direct or indirect security for any of the Guarantied Obligations; any benefit of any statute of limitations; and any requirement of acceptance of this Guaranty or any other Loan Document, and any requirement that any Guarantor receive notice of any such acceptance;
(c) Any defense or other right arising by reason of any law now or hereafter in effect in any jurisdiction pertaining to election of remedies (including but not limited to anti-deficiency laws, “"one action” " laws or the like), or by reason of any election of remedies or other action or inaction by the Agent or the LendersBanks, or any of them (including but not limited to commencement or completion of any judicial proceeding or nonjudicial sale or other action in respect of collateral security for any of the Guarantied Obligations), which results in denial or impairment of the right of the Agent or the LendersBanks, or any of them, to seek a deficiency against the Borrower or any other Person or which otherwise discharges or impairs any of the Guarantied Obligations; and
(d) Any and all defenses it may now or hereafter have based on principles of suretyship, impairment of collateral, or the like. Notwithstanding any other term herein to the contrary, the Guarantied Obligations shall exclude the amount of any increase in the aggregate principal amount of the Commitments (together with the interest accrued on the amount of such increased principal) over and above the aggregate principal amount of the Commitments as set forth in the Credit Agreement as of the date of this Guaranty (or over and above any increased aggregate principal amount of the Commitments to which Guarantor has consented in accordance with the terms of this sentence) unless the consent of Guarantor has been provided to the Agent at a time that is substantially contemporaneous with or after the date of such increase; this provision is limited solely to an increase in the aggregate principal amount of the Commitments, as more fully set forth directly above, and to no other circumstance. For the avoidance of doubt, it is not the intent of the waivers set forth in this Section 4 to, and such waivers shall not, waive the necessity for a demand to be made in accordance with the first sentence of Section 2 hereof.
Appears in 1 contract
