AND FOR DOING SO THIS AGREEMENT OR A COPY
VERIFIED BY AFFIDAVIT SHALL BE A SUFFICIENT WARRANT.
EACH BORROWER HEREBY
WAIVES AND RELEASES ALL RELIEF FROM ANY AND ALL APPRAISEMENT, STAY OR EXEMPTION
LAW OF ANY STATE NOW IN FORCE OR HEREAFTER ENACTED.
THIS AUTHORITY AND POWER
SHALL NOT BE EXHAUSTED BY THE EXERCISE THEREOF AND SHALL CONTINUE UNTIL THE
OBLIGATIONS ARE FULLY PAID, PERFORMED, DISCHARGED AND SATISFIED.
BEING FULLY AWARE OF ITS RIGHTS TO PRIOR NOTICE AND HEARING ON THE VALIDITY OF
ANY CLAIMS THAT MAY BE ASSERTED AGAINST IT BY THE LENDER HEREUNDER BEFORE
JUDGMENT CAN BE ENTERED AND BEFORE ANY OF ITS ASSETS CAN BE GARNISHED AND
ATTACHED, EACH BORROWER HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES
THESE RIGHTS AND EXPRESSLY AGREES AND CONSENTS TO THE LENDER, UPON THE
FORBEARANCE TERMINATION DATE OR AT ANY TIME THEREAFTER, ENTERING JUDGMENT
AGAINST SUCH BORROWER BY CONFESSION AND ATTACHING AND GARNISHING THE ACCOUNTS
AND OTHER ASSETS OF SUCH BORROWER WITHOUT PRIOR NOTICE OR OPPORTUNITY FOR A
HEARING.
EACH BORROWER ACKNOWLEDGES THAT IT HAS HAD THE ASSISTANCE OF COUNSEL
IN THE REVIEW AND EXECUTION OF THIS AGREEMENT AND FURTHER ACKNOWLEDGES THAT THE
MEANING AND EFFECT OF THE FOREGOING PROVISIONS CONCERNING CONFESSION OF JUDGMENT
HAVE BEEN FULLY EXPLAINED TO IT BY SUCH COUNSEL.
9. Miscellaneous.
a. Ratification and Confirmation.
Except as amended and supplemented hereby,
all of the terms and provisions of the Loan Documents shall remain in full force
and effect and, except as expressly amended hereby, are hereby ratified and
confirmed.
The Borrowers hereby ratify and confirm that the Loan Documents are
valid and binding obligations and enforceable in accordance with their
respective terms.
All Indebtedness to the Lender presently or hereafter
outstanding under the Loan Documents shall continue to be secured by the
Collateral, and this Agreement does not constitute a novation of the Loan or the
Loan Documents.
All Indebtedness to the Lender is cross-defaulted and
cross-collateralized with all other obligations of the Borrowers to the Lender.
b. Reaffirmation of Jury Trial Waiver Clauses.
The Borrowers reaffirm the Jury
Trial Waiver clauses contained in the Loan Documents.
Further, each party
waives any right it may have to claim or recover, in any such suit, action or
proceeding, any special, exemplary, punitive or consequential damages or any
damages other than, or in addition to actual damages.
EACH BORROWER
ACKNOWLEDGES AND AGREES THAT THIS SECTION IS A SPECIFIC AND MATERIAL ASPECT OF
THIS AGREEMENT AND THAT THE LENDER WOULD NOT EXTEND CREDIT TO THE BORROWERS IF
THE WAIVERS SET FORTH IN THIS SECTION WERE NOT A PART OF THIS AGREEMENT.
c. Conflict.
In the event and to the extent of any conflict between the
provisions of this Agreement or the documents executed in connection with this
Agreement and the provisions of the Loan Documents, the provisions of this
Agreement or the documents executed in connection with this Agreement with
respect thereto shall govern.
d. Costs, Expenses and Attorneys' Fees.
The Borrowers agree to pay, on or
before the Forbearance Termination Date,