Common use of Waivers of Subrogation and Other Rights Clause in Contracts

Waivers of Subrogation and Other Rights. (a) Upon the occurrence of any Event of Default, the Managing Agent in its sole discretion, without prior notice to or consent of Guarantors, may elect to: (i) foreclose either judicially or nonjudicially against any real or personal property security for the Loans, (ii) accept a transfer of any such security in lieu of foreclosure, (iii) compromise or adjust the Loans or any part thereof or make any other accommodation with Borrower or any other guarantor, or (iv) exercise any other remedy against Borrower or any security. No such action by the Managing Agent or any Bank shall release or limit the liability of Guarantors, who shall remain liable under this Guaranty after the action, even if the effect of the action is to deprive Guarantors of any subrogation rights, rights of indemnity, or other rights to collect reimbursement from Borrower for any sums paid to the Managing Agent or the Banks, whether contractual or arising by operation of Law or otherwise. Guarantors expressly waive any defenses or benefits that may be derived from NRS Section 40.430 and judicial decisions relating thereto and NRS 40.451, et seq. and judicial decisions relating thereto, or comparable -- --- provisions of Nevada Law which are comparable to California Civil Procedure (S)(S) 580a, 580b, 580d, or 726 or comparable provisions of the Laws of any other jurisdiction, and all other suretyship defenses they otherwise might or would have under Nevada Law or other applicable Law. Guarantors expressly agree that under no circumstances shall they be deemed to have any right, title, interest or claim in or to any real or personal property to be held by the Managing Agent or any Bank or any third party after any foreclosure or transfer in lieu of foreclosure of any security for the Loans.

Waivers of Subrogation and Other Rights. (a) Upon the occurrence of any Event event of Defaultdefault hereunder, the Managing Agent Discount Note Indenture Trustee in its sole discretion, without prior notice to or consent of the Guarantors, may elect to: (i) foreclose either judicially or nonjudicially against any real or personal property security security, if any, for the Loansobligations under the Indenture, (ii) accept a transfer of any such security in lieu of foreclosure, (iii) compromise or adjust make any accommodation with the Loans Note Issuers or any part thereof or make any other accommodation with Borrower or any other guarantorGuarantor, or (iv) exercise any other remedy against Borrower the Note Issuers or any Guarantor or any security. No such action by the Managing Agent or any Bank Discount Note Indenture Trustee shall release or limit the liability of the Guarantors, who shall remain liable under this Noteholder Completion Guaranty after the action, even if the effect of the action is to deprive the Guarantors of any subrogation rights, rights of indemnity, or other rights to collect reimbursement from Borrower for any sums paid to the Managing Agent or the BanksDiscount Note Indenture Trustee, whether contractual or arising by operation of Law law or otherwise. The Guarantors expressly waive any defenses or benefits that may be derived from NRS Section 40.430 and judicial decisions relating thereto and NRS 40.451, et seq. and judicial decisions relating thereto, or comparable -- --- provisions of Nevada Law law which are comparable to California Civil Procedure (S)(S) xx.xx. 580a, 580b, 580d, or 726 or comparable provisions of the Laws laws of any other jurisdiction, and all other suretyship defenses they otherwise might or would have under Nevada Law law or other applicable Lawlaw. The Guarantors expressly agree that under no circumstances shall they be deemed to have any right, title, interest or claim in or to any real or personal property property, if any, to be held by the Managing Agent or any Bank Discount Note Indenture Trustee or any third party after any foreclosure or transfer in lieu of foreclosure of any security for the LoansGuaranteed Obligations or the obligations under the Indenture.

Waivers of Subrogation and Other Rights. (a) Upon the occurrence of any Event of Default, the Managing Administrative Agent in its sole discretion, without prior notice to or consent of the Guarantors, may elect to: (i) foreclose either judicially or nonjudicially against any real or personal property security for the LoansObligations under the Loan Documents, (ii) accept a transfer of any such security in lieu of foreclosure, (iii) compromise or adjust the Loans or any part thereof or any of the Letters of Credit or make any other accommodation with the Borrower or any other guarantorGuarantor, or (iv) exercise any other remedy against Borrower the Borrower, any Guarantor or any security. No such action by the Managing Administrative Agent or any Bank Lender shall release or limit the liability of the Guarantors, who shall remain liable under this Completion Guaranty after the action, even if the effect of the action is to deprive the Guarantors of any subrogation rights, rights of indemnity, or other rights to collect reimbursement from the Borrower for any sums paid to the Managing Administrative Agent or the BanksLenders, whether contractual or arising by operation of Law law or otherwise. The Guarantors expressly waive any defenses or benefits that may be derived from NRS Section 40.430 and judicial decisions relating thereto and NRS 40.451, et seq. and judicial decisions relating thereto, or comparable -- --- provisions of Nevada Law law which are comparable to California Civil Procedure (S)(S) xx.xx. 580a, 580b, 580d, or 726 or comparable provisions of the Laws laws of any other jurisdiction, and all other suretyship defenses they otherwise might or would have under Nevada Law law or other applicable Lawlaw. The Guarantors expressly agree that under no circumstances shall they be deemed to have any right, title, interest or claim in or to any real or personal property to be held by the Managing Administrative Agent or any Bank Lender or any third party after any foreclosure or transfer in lieu of foreclosure of any security for the LoansObligations under the Credit Agreement.

Waivers of Subrogation and Other Rights. (a) Upon the occurrence of any Event of Default, the Managing Administrative Agent in its sole discretion, without prior notice to or consent of the Guarantors, may elect to: (i) foreclose either judicially or nonjudicially against any real or personal property security for the LoansObligations under the Loan Documents, (ii) accept a transfer of any such security in lieu of foreclosure, (iii) compromise or adjust the Loans or any part thereof or any of the Letters of Credit or make any other accommodation with the Borrower or any other guarantorGuarantor, or (iv) exercise any other remedy against Borrower the Borrower, any Guarantor or any security. No such action by the Managing Administrative Agent or any Bank Lender shall release or limit the liability of the Guarantors, who shall remain liable under this Completion Guaranty after the action, even if the effect of the action is to deprive the Guarantors of any subrogation rights, rights of indemnity, or other rights to collect reimbursement from the Borrower for any sums paid to the Managing Administrative Agent or the BanksLenders, whether contractual or arising by operation of Law law or otherwise. The Guarantors expressly waive any defenses or benefits that may be derived from NRS Section 40.430 and judicial decisions relating thereto and NRS 40.451, et seq. and judicial decisions relating thereto, or comparable -- --- provisions of Nevada Law law which are comparable to California Civil Procedure (S)(S) Sections 580a, 580b, 580d, or 726 or comparable provisions of the Laws laws of any other jurisdiction, and all other suretyship defenses they otherwise might or would have under Nevada Law law or other applicable Lawlaw. The Guarantors expressly agree that under no circumstances shall they be deemed to have any right, title, interest or claim in or to any real or personal property to be held by the Managing Administrative Agent or any Bank Lender or any third party after any foreclosure or transfer in lieu of foreclosure of any security for the LoansObligations under the Credit Agreement.

Waivers of Subrogation and Other Rights. (a) Upon the occurrence of any Event of Default, the Managing Administrative Agent in its sole discretion, without prior notice to or consent of Guarantorsthe Sponsors, may elect to: (i) foreclose either judicially or nonjudicially against any real or personal property security for the LoansObligations under the Loan Documents, (ii) accept a transfer of any such security in lieu of foreclosure, (iii) compromise or adjust the Loans or any part thereof or any of the Letters of Credit or make any other accommodation with the Borrower or any other guarantorGuarantor, or (iv) exercise any other remedy against Borrower the Borrower, any Guarantor or any security. No such action by the Managing Administrative Agent or any Bank Lender shall release or limit the liability of Guarantorsthe Sponsors, who shall remain liable under this Guaranty Agreement after the action, even if the effect of the action is to deprive Guarantors the Sponsors of any subrogation rights, rights of indemnity, or other rights to collect reimbursement from the Borrower for any sums paid to the Managing Administrative Agent or the BanksLenders, whether contractual or arising by operation of Law law or otherwise. Guarantors The Sponsors expressly waive any defenses or benefits that may be derived from NRS Section 40.430 and judicial decisions relating thereto and NRS 40.451, et seq. and judicial decisions relating thereto, or comparable -- --- provisions of Nevada Law law which are comparable to California Civil Procedure (S)(S) xx.xx. 580a, 580b, 580d, or 726 or comparable provisions of the Laws laws of any other jurisdiction, and all other suretyship defenses they otherwise might or would have under Nevada Law law or other applicable Lawlaw. Guarantors The Sponsors expressly agree that under no circumstances shall they be deemed to have any right, title, interest or claim in or to any real or personal property to be held by the Managing Administrative Agent or any Bank Lender or any third party after any foreclosure or transfer in lieu of foreclosure of any security for the LoansObligations under the Credit Agreement.

Waivers of Subrogation and Other Rights. (a) Upon the occurrence of any Event of Default, the Managing Agent in its sole discretion, without prior notice to or consent of GuarantorsMaintaining Parties, may elect to: (i) foreclose either judicially or nonjudicially against any real or personal property security for the Loans, (ii) accept a transfer of any such security in lieu of foreclosure, (iii) compromise or adjust the Loans or any part thereof or make any other accommodation with Borrower or any other guarantor, or (iv) exercise any other remedy against Borrower or any security. No such action by the Managing Agent or any Bank shall release or limit the liability of GuarantorsMaintaining Parties, who shall remain liable under this Guaranty Agreement after the action, even if the effect of the action is to deprive Guarantors Maintaining Parties of any subrogation rights, rights of indemnity, or other rights to collect reimbursement reimburse ment from Borrower for any sums paid to the Managing Agent or the Banks, whether contractual or arising by operation of Law or otherwise. Guarantors Maintaining Parties expressly waive any defenses or benefits that may be derived from NRS Section 40.430 and judicial decisions relating thereto and NRS 40.451, et seq. and -- --- judicial decisions relating thereto, or comparable -- --- provisions of Nevada Law which are comparable to California Civil Procedure (S)(S) 580a, 580b, 580d, or 726 or comparable provisions of the Laws of any other jurisdiction, and all other suretyship defenses they otherwise might or would have under Nevada Law or other applicable Law. Guarantors Maintaining Parties expressly agree that under no circumstances shall they be deemed to have any right, title, interest or claim in or to any real or personal property to be held by the Managing Agent or any Bank or any third party after any foreclosure or transfer in lieu of foreclosure of any security for the Loans.

Waivers of Subrogation and Other Rights. (a) Upon the occurrence of any Event of Default, the Managing Agent in its sole discretion, without prior notice to or consent of GuarantorsGuarantor, may elect to: (i) foreclose either judicially or nonjudicially against any real or personal property security for the Loans, (ii) accept a transfer of any such security in lieu of foreclosure, (iii) compromise or adjust the Loans or any part thereof or make any other accommodation with Borrower or any other guarantor, or (iv) exercise any other remedy against Borrower or any security. No such action by the Managing Agent or any Bank Lender shall release or limit the liability of GuarantorsGuarantor, who shall remain liable under this Guaranty after the action, even if the effect of the action is to deprive Guarantors Guarantor of any subrogation rights, rights of indemnity, or other rights to collect reimbursement from Borrower for any sums paid to the Managing Agent or the BanksLenders, whether contractual or arising by operation of Law or otherwise. Guarantors Guarantor expressly waive waives any defenses or benefits that may be derived from NRS Section 40.430 and judicial decisions relating thereto and NRS 40.451, et seqET SEQ. and judicial decisions relating thereto, or comparable -- --- provisions of Nevada Law which are comparable to California Civil Procedure (S)(S) Sections 580a, 580b, 580d, or 726 or comparable provisions of the Laws of any other jurisdiction, and all other suretyship defenses they otherwise might or would have under Nevada Law or other applicable Law. Guarantors Guarantor expressly agree agrees that under no circumstances shall they it be deemed to have any right, title, interest or claim in or to any real or personal property to be held by the Managing Agent or any Bank Lender or any third party after any foreclosure or transfer in lieu of foreclosure of any security for the Loans.

Waivers of Subrogation and Other Rights. (a) Upon the occurrence and during the continuance of any Event of Default, the Managing Administrative Agent in its sole discretiondiscretion (except where the consent of all Lenders or Required Lenders is otherwise required pursuant to the Loan Documents), without prior notice to or consent of Guarantorsthe Guarantor, may elect to: (i) foreclose either judicially or nonjudicially against any real or personal property security for the LoansObligations under the Loan Documents, (ii) accept a transfer of any such security in lieu of foreclosure, (iii) compromise or adjust the Loans or any part thereof or any of the Letters of Credit or make any other accommodation with Borrower the Borrower, MDDC or any other guarantorthe Guarantor, or (iv) exercise any other remedy against Borrower the Borrower, MDDC or any security. No such action by the Managing Administrative Agent or any Bank Lender shall release or limit the liability of Guarantorsthe Guarantor, who shall remain liable under this Completion Guaranty after the action, even if the effect of the action is to deprive Guarantors the Guarantor of any subrogation rights, rights of indemnity, or other rights to collect reimbursement from the Borrower or MDDC for any sums paid to the Managing Administrative Agent or the BanksLenders, whether contractual or arising by operation of Law law or otherwise. Guarantors The Guarantor expressly waive waives any defenses or benefits that may be derived from NRS Section 40.430 and judicial decisions relating thereto and NRS 40.451, et seq. applicable New Jersey law and judicial decisions relating thereto, or comparable -- --- provisions of Nevada Law New Jersey law which are comparable to California Civil Procedure (S)(S) Sections 580a, 580b590b, 580d, or 726 or comparable provisions of the Laws laws of any other jurisdiction, and all other suretyship defenses they otherwise might or would have under Nevada Law New Jersey law or other applicable Lawlaw. Guarantors The Guarantor expressly agree agrees that under no circumstances shall they it be deemed to have any right, title, interest or claim in or to any real or personal property to be held by the Managing Administrative Agent or any Bank Lender or any third party after any foreclosure or transfer in lieu of foreclosure of any security for the LoansObligations under the Credit Agreement.