Guaranty.
Guarantor waives any and all provisions of law and equitable
principles that conflict with this Guaranty.
(f) Waiver of Any Obligation of Lender to Inform Guarantor.
Guarantor waives
any right to require Lender, and Lender shall have no obligation, to provide to
Guarantor any information concerning performance of the Obligations, the ability
of Borrower to perform the Obligations, or any other matter, regardless of what
information Lender may have from time to time.
(g) Waiver of Contribution, Exoneration, Indemnification, Reimbursement,
Subrogation, and Other Rights Against Borrower and Other Loan Parties.
Until
such time as the Obligations have been fully satisfied, Guarantor waives any and
all present and future claims, remedies, and rights of Guarantor against
Borrower or any other guarantor, any collateral, and any other property,
interests in property, or rights to property of Borrower or any other guarantor
(i) arising from any performance by Guarantor hereunder, (ii) arising from any
application of any collateral or any other property, interests in property, or
rights to property of Guarantor to payment or performance of the Obligations, or
(iii) otherwise arising in respect of the Loan Documents, regardless of whether
such claims, remedies, and rights arise under any present or future agreement,
document, or instrument or are provided by any law, ordinance, regulation, or
rule (federal, state, or local) (including, without limitation, (A) any and all
rights of contribution, exoneration, indemnity, reimbursement, and subrogation,
and (B) any and all rights to participate in the rights and remedies of Lender
against Borrower, any other guarantor, and any collateral).
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(h) WAIVER OF JURY TRIAL.
EACH OF GUARANTOR AND LENDER (BY ITS ACCEPTANCE
HEREOF) HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY
RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR
INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY OR THE TRANSACTIONS
CONTEMPLATED HEREBY (WHETHER BASED UPON CONTRACT, TORT OR ANY OTHER
THEORY).
EACH OF GUARANTOR AND LENDER (BY ITS ACCEPTANCE HEREOF) (A) CERTIFIES
THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED,
EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF
LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT
AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY BY,
AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION.
(i) WAIVER OF SPECIAL DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW,
GUARANTOR SHALL NOT ASSERT, AND HEREBY WAIVES, ANY CLAIM AGAINST LENDER, ON ANY
THEORY OF LIABILITY, FOR SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES
(AS OPPOSED TO DIRECT OR ACTUAL DAMAGES) ARISING OUT OF, IN CONNECTION WITH, OR
AS A RESULT OF, THIS GUARANTY OR ANY AGREEMENT OR INSTRUMENT CONTEMPLATED
HEREBY, THE TRANSACTIONS, THE LOAN OR THE USE OF THE PROCEEDS THEREOF.
(j) MISCELLANEOUS WAIVERS.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW,
GUARANTOR HEREBY WAIVES ANY AND ALL RIGHTS TO REQUIRE MARSHALLING OF ASSETS BY
LENDER.
WITH RESPECT TO ANY SUIT, ACTION OR PROCEEDINGS