2.13 SHALL NOT BE DIMINISHED OR RENDERED
UNENFORCEABLE BY ANY WINDING UP, REORGANIZATION, ARRANGEMENT, LIQUIDATION,
RECONSTRUCTION OR SIMILAR PROCEEDING WITH RESPECT TO ANY BORROWER OR ANY AGENT
OR LENDER.
(F)
EACH BORROWER REPRESENTS AND WARRANTS TO AGENT AND LENDERS THAT
SUCH BORROWER IS CURRENTLY INFORMED OF THE FINANCIAL CONDITION OF BORROWERS AND
OF ALL OTHER CIRCUMSTANCES WHICH A DILIGENT INQUIRY WOULD REVEAL AND WHICH BEAR
UPON THE RISK OF NONPAYMENT OF THE OBLIGATIONS. EACH BORROWER FURTHER REPRESENTS
AND WARRANTS TO AGENT AND LENDERS THAT SUCH BORROWER HAS READ AND UNDERSTANDS
THE TERMS AND CONDITIONS OF THE LOAN DOCUMENTS. EACH BORROWER HEREBY COVENANTS
THAT SUCH BORROWER WILL CONTINUE TO KEEP INFORMED OF BORROWERS' FINANCIAL
CONDITION, THE FINANCIAL CONDITION OF OTHER GUARANTORS, IF ANY, AND OF ALL OTHER
CIRCUMSTANCES WHICH BEAR UPON THE RISK OF NONPAYMENT OR NONPERFORMANCE OF THE
OBLIGATIONS.
(G)
EACH BORROWER WAIVES ALL RIGHTS AND DEFENSES ARISING OUT OF AN
ELECTION OF REMEDIES BY AGENT OR ANY LENDER, EVEN THOUGH THAT ELECTION OF
REMEDIES, SUCH AS A NONJUDICIAL FORECLOSURE WITH RESPECT TO SECURITY FOR A
GUARANTEED OBLIGATION, HAS DESTROYED AGENT'S OR SUCH LENDER'S RIGHTS OF
SUBROGATION AND REIMBURSEMENT AGAINST SUCH BORROWER BY THE OPERATION OF SECTION
580D OF THE CALIFORNIA CODE OF CIVIL PROCEDURE OR OTHERWISE.
(H)
IN THE EVENT THAT ANY OBLIGATIONS ARE AT ANY TIME SECURED BY REAL
PROPERTY, EACH BORROWER HEREBY WAIVES ALL RIGHTS AND DEFENSES THAT SUCH BORROWER
MAY HAVE AS A RESULT THEREOF. THIS MEANS, AMONG OTHER THINGS:
(I)
AGENT AND LENDERS MAY COLLECT FROM SUCH BORROWER WITHOUT FIRST
FORECLOSING ON ANY REAL PROPERTY OR OTHER COLLATERAL PLEDGED BY BORROWERS.
(II)
IF AGENT OR ANY LENDER FORECLOSES ON ANY REAL PROPERTY PLEDGED BY
BORROWERS:
(A)
THE AMOUNT OF THE OBLIGATIONS MAY BE REDUCED ONLY BY THE PRICE FOR
WHICH THAT COLLATERAL IS SOLD AT THE FORECLOSURE SALE, EVEN IF THE COLLATERAL IS
WORTH MORE THAN THE SALE PRICE.
(B)
AGENT AND LENDERS MAY COLLECT FROM SUCH BORROWER EVEN IF AGENT OR
LENDERS, BY FORECLOSING ON THE REAL PROPERTY, HAS DESTROYED ANY RIGHT SUCH
BORROWER MAY HAVE TO COLLECT FROM THE OTHER BORROWERS.
This is an unconditional and irrevocable waiver of any rights and defenses such
Borrower may have because the Obligations are secured by Real Property. These
rights and defenses include, but are not limited to, any rights or defenses
based upon Section 580a, 580b, 580d or 726 of the California Code of Civil
Procedure.
14
(I)
THE PROVISIONS OF THIS SECTION 2.13 ARE MADE FOR THE BENEFIT OF
AGENT, LENDERS AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, AND MAY BE ENFORCED
BY IT OR THEM FROM TIME TO TIME AGAINST ANY OR ALL BORROWERS AS OFTEN AS
OCCASION THEREFOR MAY ARISE AND WITHOUT REQUIREMENT ON THE PART OF ANY SUCH
AGENT, LENDER, SUCCESSOR OR ASSIGN FIRST TO MARSHAL ANY OF ITS OR THEIR CLAIMS
OR TO EXERCISE ANY OF ITS OR THEIR RIGHTS AGAINST ANY BORROWER OR TO EXHAUST ANY
REMEDIES AVAILABLE TO IT OR THEM AGAINST ANY BORROWER OR TO RESORT TO