WAIVERS OF CERTAIN RIGHTS Sample Clauses

WAIVERS OF CERTAIN RIGHTS. The Maker hereby expressly waives presentment, demand, protest and notice of every kind, and assents to the substitution, release or addition of any collateral which at any time may be security for payment of this Note. No delay or omission on the part of the Payee in exercising any rights hereunder shall operate as a waiver of such rights or of any other right of the Payee, nor shall any delay, omission or waiver on any one occasion be deemed a bar to or waiver of the same or any other right on any future occasion.
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WAIVERS OF CERTAIN RIGHTS. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW FROM TIME TO TIME IN EFFECT, BORROWER HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY (AND AFTER BORROWER HAS CONSULTED WITH ITS OWN ATTORNEY) IRREVOCABLY AND UNCONDITIONALLY WAIVES THE PROVISIONS OF THE TEXAS DECEPTIVE TRADE PRACTICES-CONSUMER PROTECTION ACT (TEXAS BUSINESS AND COMMERCE CODE, CHAPTER 17, SUBTITLE E, SECTIONS 17.41-17.63).
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WAIVERS OF CERTAIN RIGHTS. 14 7.05 No Intended Third-Party Beneficiaries..........................................................14 7.06
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WAIVERS OF CERTAIN RIGHTS. This Guarantee is a guarantee of the final unpaid balance of all the Customer Debts. Until all the Customer Debts have been fully and finally paid, you will not have the right to take over any of the legal rights that we have under the Guarantee or any other Credit Document against the Customer, and you will not ask the Customer to reimburse you for amounts you have paid out under this Guarantee. This means that you do not have the right to “stand in our shoes” and exercise our rights against the Customer, even if you make a payment under the Guarantee, and you will not be able to recover anything from the Customer, until we are paid in full. In addition, even if we receive payments from the Customer or proceeds from selling collateral that we have for the Customer Debts or payments out of the Customer’s assets divided among creditors if the Customer goes bankrupt, none of these will reduce your obligations under this Guarantee until all the Customer Debts have been fully and finally paid.
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WAIVERS OF CERTAIN RIGHTS. The Corporation hereby waives presentment, ------------------------- demand, notice and protest, and acceptance, endorsement, performance, default or enforcement of this Note, assents to any and all extensions or postponements of the time of payment or any other indulgence, to any substitution, exchange or release of collateral and/or to the addition or release of any other party or person primarily or secondarily liable, and generally waives all suretyship defenses and defenses in the nature thereof.
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WAIVERS OF CERTAIN RIGHTS. All Persons who hold any right to require TCC to register any of its securities under the Securities Act upon demand, or any right (other than rights arising out of the ownership of voting securities or under this Agreement) to compel the election or appointment of any person as a director of TCC or the Merger Sub, shall have waived all of such rights and released TCC from any obligations in connection therewith to the Company's reasonable satisfaction.
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WAIVERS OF CERTAIN RIGHTS. Each Seller and the Company hereby waive all rights of first refusal, rights of first offer, repurchase rights, redemption rights and all other similar rights in favor of such Parties with respect to their equity securities in the Company that may be triggered by the Contemplated Transactions, whether set forth in the Articles of Incorporation, Shareholder Agreement or any other Contract.
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WAIVERS OF CERTAIN RIGHTS. This Guarantee is a guarantee of the final unpaid balance of all the Customer Debts. Until all the Customer Debts have been fully and finally paid, you will not have the right to take over any of the legal rights that we have under the Guarantee or any other Credit Document against the Customer and you will not ask the Customer to reimburse you for amounts you have paid out under this Guarantee. This means that you do not have the right to “stand in our shoes” and exercise our rights against the Customer, even if you make a payment under the Guarantee, and you will not be able to recover anything from the Customer, until we are paid in full. In addition, even if we receive payments from the Customer or proceeds from selling collateral that we have for the Customer Debts or payments out of the Customer’s assets divided among creditors if the Customer goes bankrupt, none of these will reduce your obligations under this Guarantee until all the Customer Debts have been fully and finally paid. NO RIGHT OF SET OFF Payments to us under this Guarantee must be made without any deduction, set off or counterclaim of any kind against us or the Customer. For example, even if we owe you or the Customer money, you cannot deduct or hold back that amount from the payment that you have to make to us. OUR ACCOUNTS CONCLUSIVE You agree to be bound by any account that we settle with the Customer. If we have not settled the account before we demand payment under this Guarantee, you agree to accept as conclusive our statement to you of the amount of the Customer Debts that the Customer owes us on the date we demand payment from you. You also agree to accept as conclusive any subsequent statement we make to you of the amount of the Customer Debts at that time. CONTINUING GUARANTEE You will still be responsible for payment of the Guaranteed Amounts if, after you have paid us a Guaranteed Amount, your payment is cancelled or taken back from us for any reason, including your bankruptcy or insolvency or the bankruptcy or insolvency of the Customer. NO OBLIGATION TO ENFORCE We can demand payment of the Guaranteed Amounts from you at any time even if we have not tried to get the Customer to pay the Customer Debts. If there are other guarantees of the Customer Debts or we have security that provides collateral for them, we do not have to demand payment from the other guarantors or go against the security before we can demand payment of the Guaranteed Amounts from you. If you have given ...
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Related to WAIVERS OF CERTAIN RIGHTS

  • Waiver of Certain Rights Each Member irrevocably waives any right it may have to maintain any action for dissolution of the Company or for partition of the property of the Company.

  • Termination of Certain Rights The Company's obligations under ----------------------------- Section 3.1 will terminate upon the earliest of (i) the closing of the Company's initial public offering of Common Stock pursuant to a registration statement filed with and declared effective by the SEC under the Securities Act, or (ii) the acquisition (by merger, consolidation or otherwise) of the Company where the surviving entity is subject to the reporting requirements of the Exchange Act.

  • Enforcement of Certain Rights Nothing expressed or implied in this Agreement is intended, or will be construed, to confer upon or give any Person other than the Parties, and their successors or permitted assigns, any rights, remedies, obligations or liabilities under or by reason of this Agreement, or result in such Person being deemed a third party beneficiary of this Agreement.

  • Waiver of Certain Actions The Stockholder hereby agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against the Company, Parent or any of their respective Affiliates or successors (a) challenging the validity of, or seeking to enjoin or delay the operation of, any provision of this Agreement or the Merger Agreement (including any claim seeking to enjoin or delay the consummation of the Mergers) or (b) alleging a breach of any duty of the Company Board or the Parent Board in connection with the Merger Agreement, the Transactions, this Agreement or the transactions contemplated hereby.

  • Waiver of Certain Defenses No action for the enforcement of the lien hereof or of any provision hereof shall be subject to any defense which would not be good and available to the party interposing the same in an action at law upon the Note or any of the other Loan Documents.

  • Waiver of Certain Covenants Except as otherwise specified as contemplated by Section 3.1 for Securities of such series, the Company may, with respect to the Securities of any series, omit in any particular instance to comply with any term, provision or condition set forth in any covenant provided pursuant to Sections 3.1(22), 9.1(2), 8.1, 10.4, 10.5, 10.6, 10.7 or 10.8 for the benefit of the Holders of such series if before or after the time for such compliance the Holders of at least a majority in principal amount of the Outstanding Securities of such series shall, by Act of such Holders, either waive such compliance in such instance or generally waive compliance with such term, provision or condition, but no such waiver shall extend to or affect such term, provision or condition except to the extent so expressly waived, and, until such waiver shall become effective, the obligations of the Company and the duties of the Trustee in respect of any such term, provision or condition shall remain in full force and effect.

  • Waiver of Certain Damages To the extent permitted by applicable law, each party hereto agrees not to assert, and hereby waives, any claim against any other party hereto, on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, this Agreement or any of the transactions contemplated hereby.

  • Effect of Certain Events (a) If at any time the Company proposes (i) to sell or otherwise convey all or substantially all of its assets or (ii) to effect a transaction (by merger or otherwise) in which more than 50% of the voting power of the Company is disposed of (collectively, a "Sale or Merger Transaction"), in which the consideration to be received by the Company or its shareholders consists solely of cash, the Company shall give the holder of this Warrant thirty (30) days' notice of the proposed effective date of the transaction specifying that the Warrant shall terminate if the Warrant has not been exercised by the effective date of the transaction. (b) In case the Company shall at any time effect a Sale or Merger Transaction in which the consideration to be received by the Company or its shareholders consists in part of consideration other than cash, the holder of this Warrant shall have the right thereafter to purchase, by exercise of this Warrant and payment of the aggregate Exercise Price in effect immediately prior to such action, the kind and amount of shares and other securities and property which it would have owned or have been entitled to receive after the happening of such transaction had this Warrant been exercised immediately prior thereto.

  • Waiver of Certain Claims The Pledgor acknowledges that because of present or future circumstances, a question may arise under the Securities Act of 1933, as from time to time amended (the “Securities Act”), with respect to any disposition of the Collateral permitted hereunder. The Pledgor understands that compliance with the Securities Act may very strictly limit the course of conduct of the Secured Party if the Secured Party were to attempt to dispose of all or any portion of the Collateral and may also limit the extent to which or the manner in which any subsequent transferee of the Collateral or any portion thereof may dispose of the same. There may be other legal restrictions or limitations affecting the Secured Party in any attempt to dispose of all or any portion of the Collateral under the applicable Blue Sky or other securities laws or similar laws analogous in purpose or effect. The Secured Party may be compelled to resort to one or more private sales to a restricted group of purchasers who will be obliged to agree, among other things, to acquire such Collateral for their own account for investment only and not to engage in a distribution or resale thereof. The Pledgor agrees that the Secured Party shall not incur any liability, and any liability of the Pledgor for any deficiency shall not be impaired, as a result of the sale of the Collateral or any portion thereof at any such private sale in a manner that the Secured Party reasonably believes is commercially reasonable (within the meaning of Section 9-627 of the Uniform Commercial Code as adopted in the State of Minnesota). The Pledgor hereby waives any claims against the Secured Party arising by reason of the fact that the price at which the Collateral may have been sold at such sale was less than the price that might have been obtained at a public sale or was less than the aggregate amount of the Secured Obligations, even if the Secured Party shall accept the first offer received and does not offer any portion of the Collateral to more than one possible purchaser. The Pledgor further agrees that the Secured Party has no obligation to delay sale of any Collateral for the period of time necessary to permit the issuer of such Collateral to qualify or register such Collateral for public sale under the Securities Act, applicable Blue Sky laws and other applicable state and federal securities laws, even if said issuer would agree to do so. Without limiting the generality of the foregoing, the provisions of this Section would apply if, for example, the Secured Party were to place all or any portion of the Collateral for private placement by an investment banking firm, or if such investment banking firm purchased all or any portion of the Collateral for its own account, or if the Secured Party placed all or any portion of the Collateral privately with a purchaser or purchasers.

  • Waiver of Certain Laws Each of the Seller and the Servicer agrees, to the full extent that it may lawfully so agree, that neither it nor anyone claiming through or under it will set up, claim or seek to take advantage of any appraisement, valuation, stay, extension or redemption law now or hereafter in force in any locality where any Collateral may be situated in order to prevent, hinder or delay the enforcement or foreclosure of this Agreement, or the absolute sale of any of the Collateral or any part thereof, or the final and absolute putting into possession thereof, immediately after such sale, of the purchasers thereof, and each of the Seller and the Servicer, for itself and all who may at any time claim through or under it, hereby waives, to the full extent that it may be lawful so to do, the benefit of all such laws, and any and all right to have any of the properties or assets constituting the Collateral marshaled upon any such sale, and agrees that the Administrative Agent or any court having jurisdiction to foreclose the security interests granted in this Agreement may sell the Collateral as an entirety or in such parcels as the Administrative Agent or such court may determine.

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