9.16
WAIVERS.
(A)
BORROWERS HEREBY WAIVE DILIGENCE, DEMAND,
PRESENTMENT, PROTEST AND ANY NOTICES THEREOF AS WELL AS NOTICES OF NONPAYMENT,
INTENT TO ACCELERATE AND ACCELERATION. BORROWERS EACH HEREBY IRREVOCABLY,
UNCONDITIONALLY AND FULLY SUBORDINATE IN FAVOR OF LENDER, ANY AND ALL RIGHTS
THEY OR ANY OF THEM, MAY HAVE AT ANY TIME (WHETHER ARISING DIRECTLY OR
INDIRECTLY, BY OPERATION OF LAW OR CONTRACT) TO ASSERT OR RECEIVE PAYMENT ON ANY
CLAIM AGAINST EACH OTHER OR ANY OF THEM, ON ACCOUNT OF PAYMENTS MADE UNDER THIS
AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY AND ALL RIGHTS OF SUBROGATION,
REIMBURSEMENT, EXONERATION, CONTRIBUTION OR INDEMNITY.
EACH BORROWER WAIVES ANY
EVENT OR CIRCUMSTANCES WHICH MIGHT CONSTITUTE A LEGAL OR EQUITABLE DEFENSE OF,
OR DISCHARGE OF, SUCH BORROWER.
FURTHERMORE, EACH BORROWER AGREES THAT IF ANY
PAYMENT ON THE OBLIGATIONS IS RECOVERED FROM OR REPAID BY LENDER IN WHOLE OR IN
PART IN ANY BANKRUPTCY, INSOLVENCY OR SIMILAR PROCEEDING INSTITUTED BY OR
AGAINST ANY BORROWER, THE REMAINING BORROWERS AND/SHALL BE OBLIGATED TO THE SAME
EXTENT AS IF THE RECOVERED OR REPAID PAYMENT HAD NEVER BEEN ORIGINALLY MADE ON
SUCH OBLIGATION.
EACH BORROWER CONSENTS AND AGREES THAT LENDER SHALL BE UNDER
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NO OBLIGATION TO MARSHAL ANY ASSETS OR COLLATERAL IN FAVOR OF SUCH BORROWER OR
AGAINST OR IN PAYMENT OF ANY OR ALL OF THE OBLIGATIONS.
(B)
EACH BORROWER HEREBY CONSENTS AND AGREES THAT
LENDER, AT ANY TIME OR FROM TIME TO TIME IN ITS DISCRETION MAY:
(I) SETTLE,
COMPROMISE OR GRANT RELEASES FOR LIABILITIES OF OTHER BORROWERS, AND/OR ANY
OTHER PERSON OR PERSONS LIABLE FOR ANY OBLIGATIONS, (II) EXCHANGE, RELEASE,
SURRENDER, SELL, SUBORDINATE OR COMPROMISE ANY COLLATERAL OF ANY PARTY NOW OR
HEREAFTER SECURING ANY OF THE OBLIGATIONS, AND (III) FOLLOWING AN EVENT OF
DEFAULT, APPLY ANY AND ALL PAYMENTS RECEIVED AT ANY TIME AGAINST THE OBLIGATIONS
IN ANY ORDER AS LENDER MAY DETERMINE; ALL OF THE FOREGOING IN SUCH MANNER AND
UPON SUCH TERMS AS LENDER MAY SEE FIT, WITHOUT NOTICE TO OR FURTHER CONSENT FROM
SUCH BORROWER WHO HEREBY AGREES AND SHALL REMAIN BOUND UPON THIS AGREEMENT
NOTWITHSTANDING ANY SUCH ACTION ON LENDER'S PART.
(C)
THE LIABILITY OF EACH BORROWER HEREUNDER IS
ABSOLUTE AND UNCONDITIONAL AND SHALL NOT BE REDUCED, IMPAIRED OR AFFECTED IN ANY
WAY BY REASON OF (I) ANY FAILURE TO OBTAIN, RETAIN OR PRESERVE, OR THE LACK OF
PRIOR ENFORCEMENT OF, ANY RIGHTS AGAINST ANY PERSON OR PERSONS (INCLUDING OTHER
BORROWERS), OR IN ANY PROPERTY, (II) THE INVALIDITY OR UNENFORCEABILITY OF ANY
OBLIGATIONS OR RIGHTS IN ANY COLLATERAL, (III) ANY DELAY IN MAKING DEMAND UPON
OTHER BORROWERS OR ANY DELAY IN ENFORCING, OR ANY FAILURE TO ENFORCE, ANY RIGHTS
AGAINST OTHER BORROWERS OR IN ANY COLLATERAL EVEN IF SUCH RIGHTS ARE THEREBY
LOST, (IV) ANY FAILURE, NEGLECT OR OMISSION TO OBTAIN, PERFECT OR RETAIN ANY
LIEN UPON, PROTECT, EXERCISE RIGHTS AGAINST, OR REALIZE ON, ANY PROPERTY OF ANY
BORROWER, OR ANY OTHER PARTY SECURING THE OBLIGATIONS, (V) THE EXISTENCE OR
NONEXISTENCE OF ANY DEFENSES WHICH MAY BE AVAILABLE TO THE OTHER BORROWERS