Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, for application to the Obligations, whether matured or unmatured.
Appears in 9 contracts
Sources: Loan and Security Agreement (Tempest Therapeutics, Inc.), Loan and Security Agreement (Bionano Genomics, Inc), Loan and Security Agreement (Kala Pharmaceuticals, Inc.)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and until all Obligations are indefeasibly paid in full (b) except for inchoate indemnification obligations). Each Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents Agreement or any related documentsother Loan Documents, each Borrower irrevocably fully subordinates and defers, until the all Obligations have been are indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives (except for inchoate indemnification obligations) all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section 3 shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection 3, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 5 contracts
Sources: Loan Modification Agreement (CareCloud, Inc.), Loan Modification Agreement (MTBC, Inc.), Loan Modification Agreement
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full in cash and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and the other Loan Documents, and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwisethe other Loan Documents. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, for application to the Obligations, whether matured or unmatured.
Appears in 3 contracts
Sources: Loan and Security Agreement (Adynxx, Inc.), Loan and Security Agreement (Adynxx, Inc.), Loan and Security Agreement (Alliqua BioMedical, Inc.)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the or other Loan Documents or any related documentsDocuments, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 2 contracts
Sources: Loan and Security Agreement (Channeladvisor Corp), Loan and Security Agreement (Channeladvisor Corp)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law law, including, without limitation, the benefit of California Civil Code Section 2815 permitting revocation as to future transactions and the benefit of California Civil Code Sections 1432, 2809, 2810, 2819, 2839, 2845, 2847, 2848, 2849, 2850, and 2899 and 3433, and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and or any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any other related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or and the Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for Agent and the ratable benefit of Lenders, Lenders and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Agent for application to the Obligations, whether matured or unmatured.
Appears in 2 contracts
Sources: Loan and Security Agreement (Equillium, Inc.), Loan and Security Agreement (Invitae Corp)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Agreement or other Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedDocuments, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any the other BorrowerBorrowers, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 2 contracts
Sources: Loan and Security Agreement, Loan and Security Agreement (Cancer Genetics, Inc)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Loan Agreement, the Loan Documents or any related documentsother Loan Documents, until Borrower irrevocably subordinates to the prior payment in full of the Obligations have been indefeasibly paid in full and at such time as each Lenderthe termination of the Bank’s obligation commitment to make Credit Extensions has terminatedto Borrower and agrees not to assert or enforce prior to the payment in full of the Obligations and the termination of the Bank’s commitment to make Credit Extensions to Borrower, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) ), to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Any Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints each other Borrower as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 2 contracts
Sources: Loan Modification Agreement, Loan Modification Agreement (AtriCure, Inc.)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Loan Agreement, the Loan Documents or any related documentsother Loan Documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) ), to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Any Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 2 contracts
Sources: Loan Modification Agreement (Real Goods Solar, Inc.), Loan Modification Agreement (Real Goods Solar, Inc.)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any either Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any either Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any either Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents Agreement or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedother Loan Documents, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any the other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 2 contracts
Sources: Loan and Security Agreement (Forescout Technologies, Inc), Loan and Security Agreement (Forescout Technologies, Inc)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender the Lenders to: (i) proceed against any other Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender the Lenders may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Modification Agreement, the Loan Documents Agreement or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedother Loan Documents, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or or the Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise, until the payment in full of the Obligations (other than inchoate indemnity or other obligations which, by their terms, survive termination of the Loan Agreement and the termination of the Loan Documents). Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section 3 shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection 3, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Agent and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Agent for application to the Obligations, whether matured or unmatured.
Appears in 2 contracts
Sources: Loan Modification Agreement (Akili, Inc.), Loan Modification Agreement (Akili, Inc.)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentAgreement, the Loan Agreement, the Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders under this Amendment Agreement and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this AmendmentAgreement, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this AmendmentAgreement, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, for application to the Obligations, whether matured or unmatured.
Appears in 2 contracts
Sources: Loan and Security Agreement (Miramar Labs, Inc.), Loan and Security Agreement (Miramar Labs, Inc.)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentAgreement or other related document, the Loan Agreement, the Loan Documents or so long as any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedObligation remains outstanding, each Borrower irrevocably waives subordinates in priority and payment to the indefeasible repayment in full in cash of the Obligations all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Any Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 2 contracts
Sources: Loan Modification Agreement (Mavenir Systems Inc), Subordinated Loan Modification Agreement (Mavenir Systems Inc)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law law. Each Borrower waives with respect to all Obligations of such Borrower and (b) the Obligations of any other Borrower any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial salesale to the extent permitted by law) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentAgreement, the Loan Agreement or other Loan Documents, each Borrower irrevocably agrees that, until the Loan Agreement has terminated pursuant to its terms and all Obligations (other than inchoate indemnity obligations, any other obligations which by their terms are to survive the termination of the Loan Agreement, and any Obligations under Bank Services Agreements that are cash collateralized in accordance with Section 4.1 of the Loan Documents or any related documents, until the Obligations Agreement) have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedsatisfied, each Borrower irrevocably waives all it shall not exercise any rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan AgreementAgreement or pursuant to any agreement providing for indemnification, reimbursement or any other similar arrangement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection 3, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 2 contracts
Sources: Loan Modification Agreement (Molekule Group, Inc.), Loan Modification Agreement (Molekule Group, Inc.)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender PFG to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender PFG may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentSecond Modification, the Loan Agreement, the Agreement or other Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedDocuments, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders PFG under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, PFG and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, PFG for application to the Obligations, whether matured or unmatured. The foregoing waivers (excluding under clauses (i), (ii) and (iii), above) shall be effective until all Obligations have been indefeasibly paid in full.
Appears in 2 contracts
Sources: Loan and Security Agreement, Loan and Security Agreement (Cancer Genetics, Inc)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law law, and (b) any right to require Collateral Agent or any Lender Bank to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentAgreement, the Loan Agreement, the Loan Documents or any related documentsother Loan Document, each Borrower irrevocably agrees that it will not exercise, until the all Obligations (other than inchoate indemnity obligations) have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has this Agreement is terminated, each Borrower irrevocably waives all rights any right that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by such Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by such Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and voidsubordinated to the Obligations under the Loan Agreement. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Each Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions hereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement, regardless of which Borrower actually receives said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 2 contracts
Sources: Joinder Agreement (Synacor, Inc.), Joinder Agreement (Synacor, Inc.)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, each New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and law. Borrower (bin each case, including, without limitation, each New Borrower) waives any right to require Collateral Agent or any Lender Bank to: :
(i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any related documentsother Loan Documents, until Borrower irrevocably subordinates to the prior payment in full of the Obligations have been indefeasibly paid in full and at such time as each Lenderthe termination of Bank’s obligation commitment to make Credit Extensions has terminatedto Borrower and agrees not to assert or enforce prior to the payment in full of the Obligations and the termination of the Bank’s commitment to make Credit Extensions to Borrower, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) ), to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Any Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 1 contract
Sources: Loan Modification Agreement
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents Agreement or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedother Loan Documents, each Borrower irrevocably waives until the payment in full of all Obligations (other than inchoate indemnity obligations, any other obligations which by their terms are to survive the termination of the Loan Agreement, and any Obligations under Bank Services Agreements that are cash collateralized in accordance with Section 4.1 of the Loan Agreement) and the termination of the Loan Documents, all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any Until the payment in full of all Obligations (other than inchoate indemnity obligations, any other obligations which by their terms are to survive the termination of the Loan Agreement, and any Obligations under Bank Services Agreements that are cash collateralized in accordance with Section 4.1 of the Loan Agreement) and the termination of the Loan Documents, any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section 3 shall not be null and voidenforced. If any payment is made to a Borrower in contravention of this sectionSection 3, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) any right to require Collateral Agent or any Lender Bank to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentJoinder Agreement, the Loan Agreement, the Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment Joinder Agreement and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this AmendmentJoinder Agreement, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this AmendmentJoinder Agreement, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender Bank to: :
(ia) proceed against any either Borrower or any other person; (iib) proceed against or exhaust any security; or (iiic) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any either Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any either Borrower’s liability. Notwithstanding any other provision of this AmendmentJoinder and Amendment Agreement, the Loan Agreement, the or other Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedDocuments, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any the other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) with respect to the Loan Documents. Each Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any either Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any either Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Agreement or other Loan Documents or any related documentsDocument, until the Obligations (other than inchoate indemnity obligations, and any other obligations which, by their terms, are to survive the termination of this Agreement, and any Obligations under Bank Services Agreements that are cash collateralized in accordance with Section 4.1 of the Agreement) have been indefeasibly paid repaid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedfull, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and voidvoid until the Obligations (other than inchoate indemnity obligations, and any other obligations which, by their terms, are to survive the termination of this Agreement, and any Obligations under Bank Services Agreements that are cash collateralized in accordance with Section 4.1 of the Agreement) have been repaid in full. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law law, and (b) any right to require Collateral Agent or any Lender to: :
(i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and or any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any other related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives waives, until the payment in full of all Obligations, all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or and the Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for Agent and the ratable benefit of Lenders, Lenders and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Agent for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan and Security Agreement
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, each New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and law. Borrower (bin each case, including, without limitation, each New Borrower) waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any related documentsother Loan Documents, until Borrower irrevocably subordinates to the prior payment in full of the Obligations have been indefeasibly paid in full and at such time as each Lenderthe termination of Bank’s obligation commitment to make Credit Extensions has terminatedto Borrower and agrees not to assert or enforce prior to the payment in full of the Obligations and the termination of the Bank’s commitment to make Credit Extensions to Borrower, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) ), to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Any Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Loan Agreement, the or other Loan Documents or any related documentsDocuments, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Each Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 1 contract
Sources: Loan Modification Agreement (Global Telecom & Technology, Inc.)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Existing Loan Agreement, the Loan Documents or any related documentsother Existing Loan Documents, until Borrower irrevocably subordinates to the prior payment in full of the Obligations have been indefeasibly paid in full and at such time as each Lenderthe termination of the Bank’s obligation commitment to make Credit Extensions has terminated, each to Borrower irrevocably waives and agrees not to assert or enforce prior to the payment in full of the Obligations and the termination of the Bank’s commitment to make Credit Extensions to Borrower all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Existing Loan Agreement) ), to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Existing Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Existing Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Either Borrower may, acting singly, request Credit Extensions under the Existing Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Existing Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Existing Loan Agreement or any other Existing Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 1 contract
Subrogation and Similar Rights. Each New Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Original Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender may each exercise or not exercise any right or remedy it has against any Original Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any New Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each New Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating New Borrower to the rights of Collateral Agent and/or Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by New Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by New Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a New Borrower in contravention of this section, such New Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan and Security Agreement (Baxano Surgical, Inc.)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Loan Agreement, the or other Loan Documents or any related documentsDocuments, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Any Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any each Lender to: :
(ia) proceed against any Borrower or any other person; (iib) proceed against or exhaust any security; or (iiic) pursue any other remedy. Collateral Agent and any Each Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentJoinder Agreement, the Loan Agreement, the or other Loan Documents or any related documentsDocuments, until the all Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated(other than inchoate indemnity obligations), each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders under this Amendment Joinder Agreement and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this AmendmentJoinder Agreement, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this AmendmentJoinder Agreement, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and voidvoid until all Obligations have been indefeasibly paid in full (other than inchoate indemnity obligations). If any payment is made to a Borrower in contravention of this section, until all Obligations have been indefeasibly paid in full (other than inchoate indemnity obligations), such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of the Lenders, and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of the Lenders, for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan and Security Agreement (SafeStitch Medical, Inc.)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender the Lenders to: (i) proceed against any either Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender the Lenders may each exercise or not exercise any right or remedy it has against any either Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Agreement or other Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedDocuments, each Borrower irrevocably waives all agrees not to exercise any rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or and the Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any the other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by either Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwiseotherwise until the Obligations (other than inchoate indemnity obligations) have been paid and performed in full. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Agent and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Agent for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan and Security Agreement (Alx Oncology Holdings Inc)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Loan Agreement, the or other Loan Documents or any related documentsDocuments, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan Modification Agreement (Safeguard Scientifics Inc)
Subrogation and Similar Rights. Each Borrower Lessee (in each case including, without limitation, New Co-Lessee) waives (a) any suretyship defenses available to it under the Code UCC or any other applicable law and law. Lessee (bin each case, including, without limitation, New Co-Lessee) waives any right to require Collateral Agent or any Lender Lessor to: (i) proceed against any Borrower other Lessee or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Lessor may each exercise or not exercise any right or remedy it has against any Borrower Lessee or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any BorrowerLessee’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents Lease Agreement, or any related documentsother Lease Documents, until each Lessee and New Co-Lessee irrevocably subordinates to the prior payment in full of the Obligations have been indefeasibly paid in full and at such time as each Lenderthe termination of the Lessor’s obligation to make Credit Extensions has terminatedenter into Schedules with ▇▇▇▇▇▇ and agrees not to assert or enforce prior to the payment in full of the Obligations and the termination of the Lessor’s obligation to enter into Schedules with Lessee, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower such ▇▇▇▇▇▇’s to the rights of Collateral Agent and/or Lenders Lessor under this Amendment and the Loan Lease Agreement) ), to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Lessee or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower a Lessee with respect to the Obligations in connection with this Amendment, the Loan Lease Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower any Lessee with respect to the Obligations in connection with this Amendment, the Loan Lease Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower any Lessee in contravention of this section, such Borrower Lessee shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Lessor and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Lessor for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Joinder to Master Lease Agreement (Molekule Group, Inc.)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Loan Agreement, the Loan Documents or any related documentsother Loan Documents, until Borrower irrevocably subordinates to the prior payment in full of the Obligations have been indefeasibly paid in full and at such time as each Lenderthe termination of the Bank’s obligation commitment to make Credit Extensions has terminatedto Borrower and agrees not to assert or enforce prior to the payment in full of the Obligations and the termination of the Bank’s commitment to make Credit Extensions to Borrower, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) ), to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Either Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Loan Agreement, the or other Loan Documents or any related documentsDocuments, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this sectionsection or otherwise under the Loan Documents, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. 6.
Appears in 1 contract
Sources: Loan Modification Agreement
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any either Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any either Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Agreement or other Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedDocuments, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any the other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by either Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: :
(i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentAgreement, the Loan Agreement, the Loan Documents or any related documentsother Loan Documents, until Borrower irrevocably subordinates to the prior payment in full of the Obligations have been indefeasibly paid and the termination of the Bank’s commitment to make Advances to Borrower and agrees not to assert or enforce prior to the payment in full of the Obligations and at such time as each Lenderthe termination of the Bank’s obligation commitment to make Credit Extensions has terminatedAdvances to Borrower, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) ), to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured. Either Borrower may, acting singly, request Advances under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Advances thereunder. Each Borrower shall be jointly and severally obligated to repay all Advances made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Advances, as if each Borrower directly received all Advances.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law law, and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and or any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any other related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives waives, until the payment in full of all Obligations, all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or and the Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for Agent and the ratable benefit of Lenders, Lenders and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Agent for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law law, and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and or any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any other related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or and the Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for Agent and the ratable benefit of Lenders, Lenders and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Agent for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan and Security Agreement (Syros Pharmaceuticals, Inc.)
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Loan Agreement, the or other Loan Documents or any related documentsDocuments, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a any Borrower in contravention of this sectionsection or otherwise under the Loan Documents, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan Modification Agreement (Global Telecom & Technology, Inc.)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any either Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any either Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any either Borrower’s liability. Notwithstanding any other provision of this AmendmentLoan Modification Agreement, the Loan Agreement, the or other Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedDocuments, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any the other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan Modification Agreement (Trustwave Holdings, Inc.)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) any right to require Collateral Agent or any Lender Bank to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this AmendmentJoinder and Third Loan Modification Agreement, the Loan Agreement, the Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment Joinder and Third Loan Modification Agreement and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this AmendmentJoinder and Third Loan Modification Agreement, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this AmendmentJoinder and Third Loan Modification Agreement, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law law, including, without limitation, the benefit of California Civil Code Section 2815 permitting revocation as to future transactions and the benefit of California Civil Code Sections 1432, 2809, 2810, 2819, 2839, 2845, 2847, 2848, 2849, 2850, and 2899 and 3433, and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and or any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any other related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or and the Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection, such Borrower shall hold such payment in trust for Collateral Agent, for Agent and the ratable benefit of Lenders, Lenders and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Agent for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan and Security Agreement (eFFECTOR Therapeutics, Inc.)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Consent and Amendment, the Loan Agreement, the Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders under this Consent and Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Consent and Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Consent and Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and void. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Sources: Loan and Security Agreement (Sorrento Therapeutics, Inc.)
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) any right to require Collateral Agent or any Lender to: (i) proceed against any Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminated, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any Borrower agrees that until the Obligations (other than inchoate indemnity obligations) have been paid in full in cash and at such time as each Lender’s obligation to make Credit Extensions has terminated, Borrower will not enforce any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section shall be null and voidsection. If any payment is made to a Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, for application to the Obligations, whether matured or unmatured.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower (in each case including, without limitation, New Borrower) waives (a) any suretyship defenses available to it under the Code or any other applicable law and law. Borrower (bin each case, including, without limitation, New Borrower) waives any right to require Collateral Agent or and/or any Lender to: (i) proceed against any other Borrower or any other personPerson; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and and/or any Lender may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents or any related documentsother Loan Documents, until Borrower irrevocably subordinates to the prior payment in full of the Obligations have been indefeasibly paid in full and at such time as the termination of each Lender’s obligation commitment to make Credit Extensions has terminatedto Borrower and agrees not to assert or enforce prior to the payment in full of the Obligations and the termination of each Lender’s commitment to make Credit Extensions to Borrower, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating such Borrower to the rights of Collateral Agent and/or Lenders any Lender under this Amendment and the Loan Agreement) ), to seek contribution, indemnification or any other form of reimbursement from any other Borrower, Borrower or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by a Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by any Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section shall be null and void. If any payment is made to a any Borrower in contravention of this section, such Borrower shall hold such payment in trust for Collateral Agent, for Agent and the ratable benefit of Lenders, Lenders and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Agent for application to the Obligations, whether matured or unmatured. Any Borrower may, acting singly, request Credit Extensions under the Loan Agreement. Each Borrower hereby appoints the other as agent for the other for all purposes under the Loan Agreement, including with respect to requesting Credit Extensions thereunder. Each Borrower shall be jointly and severally obligated to repay all Credit Extensions made under the Loan Agreement or any other Loan Documents, regardless of which Borrower actually received said Credit Extension, as if each Borrower directly received all Credit Extensions.
Appears in 1 contract
Subrogation and Similar Rights. Each Borrower waives (a) any suretyship defenses available to it under the Code or any other applicable law and (b) law. Each Borrower waives any right to require Collateral Agent or any Lender Bank to: (i) proceed against any other Borrower or any other person; (ii) proceed against or exhaust any security; or (iii) pursue any other remedy. Collateral Agent and any Lender Bank may each exercise or not exercise any right or remedy it has against any Borrower or any security it holds (including the right to foreclose by judicial or non-judicial sale) without affecting any Borrower’s liability. Notwithstanding any other provision of this Amendment, the Loan Agreement, the Loan Documents Agreement or any related documents, until the Obligations have been indefeasibly paid in full and at such time as each Lender’s obligation to make Credit Extensions has terminatedother Loan Documents, each Borrower irrevocably waives all rights that it may have at law or in equity (including, without limitation, any law subrogating Borrower to the rights of Collateral Agent and/or Lenders Bank under this Amendment and the Loan Agreement) to seek contribution, indemnification or any other form of reimbursement from any other Borrower, or any other Person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by Borrower with respect to the Obligations in connection with this Amendment, the Loan Agreement or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this section Section 3 shall be null and void. If any payment is made to a Borrower in contravention of this sectionSection 3, such Borrower shall hold such payment in trust for Collateral Agent, for the ratable benefit of Lenders, Bank and such payment shall be promptly delivered to Collateral Agent, for the ratable benefit of Lenders, Bank for application to the Obligations, whether matured or unmatured.
Appears in 1 contract