Common use of Acknowledgment of Waivers and Loss of Defenses Clause in Contracts

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.