Acknowledgment of Waivers and Loss of Defenses Clause Samples

Acknowledgment of Waivers and Loss of Defenses. 13.1 Guarantor acknowledges that certain provisions of this Guaranty operate as waivers of rights that Guarantor would otherwise have under applicable law. Other provisions permit Lender to take actions that Lender would otherwise not have a right to take, to fail to take actions that Lender would otherwise have an obligation to take, or to take actions that may prejudice Guarantor's rights and obligations under this Guaranty and against the Borrower. In the absence of these provisions Guarantor might have defenses against Guarantor's obligations under this Guaranty. These defenses might permit Guarantor to avoid some or all of Guarantor's obligations under this Guaranty. 13.2 Guarantor intends by the waivers and other provisions of this Guaranty, including the acknowledgement set forth in this section, to be liable to the greatest extent permitted by law for all of Borrower's obligations to Lender. Guarantor intends to have this liability even if the terms of the Loan Documents change or if Guarantor does not have any rights against Borrower. 13.3 Guarantor acknowledges that (i) Guarantor understands the seriousness of the provisions of this Guaranty; (ii) Guarantor has had a full opportunity to consult with counsel of Guarantor's choice; and (iii) Guarantor has consulted with counsel of Guarantor's choice or has decided not to consult with counsel.
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Acknowledgment of Waivers and Loss of Defenses. Each El Paso Settling Party acknowledges that certain provisions in this Paragraph 9 operate as waivers of rights that it might otherwise have under applicable law. Other provisions in this Paragraph 9 permit the Settlement Fund or its designee(s) (and the Collateral Agent) to (a) take actions that they may otherwise not have a right to take, or (b) fail to take actions that they would otherwise have an obligation to take, or (c) take actions that may prejudice an El Paso Settling Parties’ rights and obligations under this Agreement. In the absence of these provisions, one or more El Paso Settling Parties might have defenses against its obligations under this Agreement. These defenses might permit an El Paso Settling Party to avoid some or all of its obligations under this Agreement. Each of the El Paso Settling Parties intends by the waivers and other provisions of this Agreement, including the acknowledgment set forth in this Paragraph 9.3, to be liable to the greatest extent permitted by law for all of the El Paso Settling Parties’ obligations under this Agreement to the Settlement Fund or its designee(s). Each El Paso Settling Party intends to have this liability even if the terms of this Agreement change or if it does not have any rights against any other El Paso Settling Party or El Paso Pledgor.
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Acknowledgment of Waivers and Loss of Defenses. (a) Client acknowledges that certain provisions of this Agreement operate as waivers of rights that Client would otherwise have under applicable law. Other provisions permit Factor to take actions that Factor would otherwise not have a right to take, to fail to take actions that Factor would otherwise have an obligation to take, or to take actions that may prejudice Client’s rights and obligations under this Agreement and against the Client. In the absence of these provisions Client might have defenses against Client’s obligations under this Agreement. These defenses might permit Client to avoid some or all of Client’s obligations under this Agreement. (b) Client intends by the waivers and other provisions of this Agreement, including the acknowledgement set forth in this section, to be liable to the greatest extent permitted by law for all of Client’s obligations to Factor. Client intends to have this liability even if the terms of the Factoring Documents change or if Client does not have any rights against Client. (c) Client acknowledges that (i) Client understands the seriousness of the provisions of this Agreement; (ii) Client has had a full opportunity to consult with counsel of Client’s choice; and (iii) Client has consulted with counsel of Client’s choice or has decided not to consult with counsel.
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Acknowledgment of Waivers and Loss of Defenses. 11.17.1 GUARANTOR ACKNOWLEDGES THAT CERTAIN PROVISIONS OF THIS Guaranty operate as waivers of rights that Guarantor would otherwise have under applicable law. Other provisions permit Creditor (i) to take actions that Creditor would otherwise not have a right to take, (ii) to fail to take actions that it would otherwise have an obligation to take, or (iii) to take actions that may prejudice Guarantor rights and obligations under this Guaranty and against the Borrower. In the absence of these provisions Guarantor might have defenses against its obligations under this Guaranty. These defenses might permit Guarantor to avoid some or all of its obligations under this Guaranty.
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Acknowledgment of Waivers and Loss of Defenses. 12.1 Guarantor acknowledges that certain provisions of this Guaranty operate as waivers of rights that Guarantor would otherwise have under Applicable Law. Other provisions permit Agent to take actions that Agent would otherwise not have a right to take, to fail to take actions that Agent would otherwise have an obligation to take, or to take actions that may prejudice Guarantor’s rights and obligations under this Guaranty and against the Borrowers. In the absence of these provisions Guarantor might have defenses against Guarantor’s obligations under this Guaranty. These defenses might permit Guarantor to avoid some or all of Guarantor’s obligations under this Guaranty. 12.2 Guarantor intends by the waivers and other provisions of this Guaranty, including the acknowledgement set forth in this Section, to be liable to the greatest extent permitted by law for all of the Guaranteed Obligations. Guarantor intends to have this liability even if the terms of the Loan Documents change or if Guarantor does not have any rights against Borrowers.
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Acknowledgment of Waivers and Loss of Defenses. (A) Pledgor acknowledges that certain provisions of this Section 16 operate as waivers of rights that Pledgor would otherwise have under applicable law. (I) to take actions that Security Agent would otherwise not have a right to take, (II) to fail to take actions that it would otherwise have an obligation to take, or (III) to take actions that may prejudice ▇▇▇▇▇▇▇’s rights and obligations under this Guaranty and against the Company. (B) Pledgor intends by the waivers and other provisions of this Agreement to be liable to the greatest extent permitted by law for all of the Company’s obligations to Security Agent and the Secured Parties. Pledgor intends to have this liability even if the terms of the Note Deed or other Note Documents change or if Pledgor does not have any rights against the Company.
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Acknowledgment of Waivers and Loss of Defenses. (a) Borrower acknowledges that certain provisions of this Agreement operate as waivers of rights that Borrower would otherwise have under applicable law. Other provisions permit Lender to take actions that Lender would otherwise not have a right to take, to fail to take actions that Lender would otherwise have an obligation to take, or to take actions that may prejudice Borrower’s rights and obligations under this Agreement and against the Borrower. In the absence of these provisions Borrower might have defenses against Borrower’s obligations under this Agreement. These defenses might permit Borrower to avoid some or all of Borrower’s obligations under this Agreement. (b) Borrower intends by the waivers and other provisions of this Agreement, including the acknowledgement set forth in this section, to be liable to the greatest extent permitted by law for all of Borrower’s obligations to Lender. Borrower intends to have this liability even if the terms of the Lending Documents change or if Borrower does not have any rights against Borrower.
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Related to Acknowledgment of Waivers and Loss of Defenses

  • Acknowledgment of Waiver of Claims under ADEA Executive understands and acknowledges that Executive is waiving and releasing any rights Executive may have under the Age Discrimination in Employment Act of 1967 (“ADEA”), and that this waiver and release is knowing and voluntary. Executive understands and agrees that this waiver and release does not apply to any rights or claims that may arise under the ADEA after the Effective Date of this Agreement. Executive understands and acknowledges that the consideration given for this waiver and release is in addition to anything of value to which Executive was already entitled. Executive further understands and acknowledges that Executive has been advised by this writing that: (a) Executive should consult with an attorney prior to executing this Agreement; (b) Executive has 21 days within which to consider this Agreement; (c) Executive has 7 days following Executive’s execution of this Agreement to revoke this Agreement pursuant to written notice to the General Counsel of the Company; (d) this Agreement shall not be effective until after the revocation period has expired; and (e) nothing in this Agreement prevents or precludes Executive from challenging or seeking a determination in good faith of the validity of this waiver under the ADEA, nor does it impose any condition precedent, penalties, or costs for doing so, unless specifically authorized by federal law. In the event Executive signs this Agreement and returns it to the Company in less than the 21 day period identified above, Executive hereby acknowledges that Executive has freely and voluntarily chosen to waive the time period allotted for considering this Agreement.

  • Acknowledgement of Waiver of Claims Under ADEA Employee acknowledges that he is waiving and releasing any rights he may have under the Age Discrimination in Employment Act of 1967 (“ADEA”) and that this waiver and release is knowing and voluntary. Employee and the Company agree that this waiver and release does not apply to any rights or claims that may arise under ADEA after the Effective Date of this Agreement. Employee acknowledges that the consideration given for this waiver and release Agreement is in addition to anything of value to which Employee was already entitled. Employee further acknowledges that he has been advised by this writing that: (a) he should consult with an attorney prior to executing this Agreement; (b) he has up to twenty-one (21) days within which to consider this Agreement; (c) he has seven (7) days following his execution of this Agreement to revoke this Agreement; (d) this Agreement shall not be effective until the revocation period has expired; and, (e) nothing in this Agreement prevents or precludes Employee from challenging or seeking a determination in good faith of the validity of this waiver under the ADEA, nor does it impose any condition precedent, penalties or costs for doing so, unless specifically authorized by federal law.

  • Waiver of Suretyship Defenses The Guarantor agrees that the Credit Parties may, at any time and from time to time, and without notice to the Guarantor, make any agreement with the Borrower or with any other person or entity liable on any of the Guaranteed Obligations, for the extension, renewal, payment, compromise, discharge, or release of the Guaranteed Obligations, or for any modification or amendment of the terms thereof or of any instrument or agreement evidencing the Guaranteed Obligations, all without in any way impairing, releasing, discharging, or otherwise affecting the obligations of the Guarantor under this Guaranty. The Guarantor waives any defense arising by reason of any disability or other defense of the Borrower or any other guarantor, or the cessation from any cause whatsoever of the liability of the Borrower, or any claim that the Guarantor’s obligations exceed or are more burdensome than those of the Borrower and waives the benefit of any statute of limitations affecting the liability of the Guarantor hereunder. The Guarantor waives any right to enforce any remedy which the Guarantor now has or may hereafter have against the Borrower and waives any benefit of and any right to participate in any security now or hereafter held by the Administrative Agent for the benefit of the Credit Parties. Further, the Guarantor consents to the taking of, or failure to take, any action which might in any manner or to any extent vary the risks of the Guarantor under this Guaranty or which, but for this provision, might operate as a discharge of the Guarantor.

  • Waiver of Master Servicer Events of Default Subject to Section 11.09(d), the Holders representing at least 66% of the Voting Rights evidenced by all Classes of Certificates affected by any default or Master Servicer Event of Default hereunder may waive such default or Master Servicer Event of Default; provided, however, that a default or Master Servicer Event of Default under clause (i) or (vi) of Section 7.01 may be waived only by all of the Holders of the Regular Certificates. Upon any such waiver of a default or Master Servicer Event of Default, such default or Master Servicer Event of Default shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. No such waiver shall extend to any subsequent or other default or Master Servicer Event of Default or impair any right consequent thereon except to the extent expressly so waived.

  • Waiver of Servicer Events of Default The Holders representing at least 66% of the Voting Rights evidenced by all Classes of Certificates affected by any default or Servicer Event of Default hereunder may waive such default or Servicer Event of Default; provided, however, that a default or Servicer Event of Default under clause (i) or (vii) of Section 7.01 may be waived only by all of the Holders of the Regular Certificates. Upon any such waiver of a default or Servicer Event of Default, such default or Servicer Event of Default shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. No such waiver shall extend to any subsequent or other default or Servicer Event of Default or impair any right consequent thereon except to the extent expressly so waived.