DISCLOSE TO SUCH BORROWER ANY MATTER, FACT OR THING RELATING TO
THE BUSINESS, OPERATIONS OR CONDITION (FINANCIAL OR OTHERWISE) OF ANY BORROWER,
OR THE PROPERTY OF ANY BORROWER, WHETHER NOW OR HEREAFTER KNOWN BY THE AGENT
BANK OR ANY LENDER AT ANY TIME THROUGH CREDIT FACILITY TERMINATION.
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F.
EACH BORROWER ACKNOWLEDGES THAT THE FUNDED OUTSTANDINGS, OR
PORTIONS THEREOF, MAY DERIVE FROM VALUE PROVIDED DIRECTLY TO ANOTHER BORROWER
AND, IN FULL RECOGNITION OF THAT FACT, EACH BORROWER CONSENTS AND AGREES THAT
THE AGENT BANK AND ANY LENDER MAY, AT ANY TIME AND FROM TIME TO TIME, WITHOUT
NOTICE OR DEMAND, AND WITHOUT AFFECTING THE ENFORCEABILITY OR SECURITY OF THE
LOAN DOCUMENTS:
(I)
ACCEPT PARTIAL PAYMENTS ON THE CREDIT FACILITY;
(II)
RECEIVE AND HOLD ADDITIONAL SECURITY OR GUARANTIES FOR THE CREDIT
FACILITY OR ANY PART THEREOF;
(III)
RELEASE, RECONVEY, TERMINATE, WAIVE, ABANDON, SUBORDINATE,
EXCHANGE, SUBSTITUTE, TRANSFER AND ENFORCE ANY SECURITY OR GUARANTIES, AND APPLY
ANY SECURITY AND DIRECT THE ORDER OR MANNER OF SALE THEREOF, AS THE AGENT BANK
OR REQUISITE LENDERS IN THEIR SOLE AND ABSOLUTE DISCRETION MAY DETERMINE;
(IV)
RELEASE ANY PARTY OR ANY GUARANTOR FROM ANY PERSONAL LIABILITY
WITH RESPECT TO THE CREDIT FACILITY OR ANY PART THEREOF;
(V)
SETTLE, RELEASE ON TERMS SATISFACTORY TO THE AGENT BANK OR
REQUISITE LENDERS OR BY OPERATION OF APPLICABLE LAWS OR OTHERWISE LIQUIDATE OR
ENFORCE THE CREDIT FACILITY AND ANY SECURITY OR GUARANTY IN ANY MANNER, CONSENT
TO THE TRANSFER OF ANY SECURITY AND BID AND PURCHASE AT ANY SALE; AND/OR
(VI)
CONSENT TO THE MERGER, CHANGE OR ANY OTHER RESTRUCTURING OR
TERMINATION OF THE CORPORATE EXISTENCE OF ANY OTHER BORROWER OR ANY OTHER
PERSON, AND CORRESPONDINGLY RESTRUCTURE THE CREDIT FACILITY, CONTINUING
EXISTENCE OF ANY LIEN OR ENCUMBRANCE UNDER ANY OTHER LOAN DOCUMENT TO WHICH ANY
BORROWER IS A PARTY OR THE ENFORCEABILITY HEREOF OR THEREOF WITH RESPECT TO ALL
OR ANY PART OF THE CREDIT FACILITY.
EACH BORROWER EXPRESSLY WAIVES ANY RIGHT TO REQUIRE THE AGENT BANK OR ANY LENDER
TO MARSHAL ASSETS IN FAVOR OF ANY BORROWER, ANY OTHER PARTY OR ANY OTHER PERSON
OR TO PROCEED AGAINST ANY OTHER BORROWER OR ANY OTHER PARTY OR ANY COLLATERAL
PROVIDED BY ANY BORROWER OR ANY OTHER PARTY, AND AGREES THAT THE AGENT BANK AND
LENDERS MAY PROCEED AGAINST BORROWERS AND/OR THE COLLATERAL IN SUCH ORDER AS
THEY SHALL DETERMINE IN THEIR SOLE AND ABSOLUTE DISCRETION.
THE AGENT BANK AND
LENDERS MAY FILE A SEPARATE ACTION OR ACTIONS AGAINST ANY BORROWER, WHETHER
ACTION IS BROUGHT OR PROSECUTED WITH
139
RESPECT TO ANY OTHER SECURITY OR AGAINST ANY OTHER PERSON, OR WHETHER ANY OTHER
PERSON IS JOINED IN ANY SUCH ACTION OR ACTIONS.
EACH BORROWER AGREES THAT THE
AGENT BANK OR LENDERS AND ANY OTHER BORROWER MAY DEAL WITH EACH OTHER IN
CONNECTION WITH THE CREDIT FACILITY OR OTHERWISE, OR ALTER ANY CONTRACTS OR
AGREEMENTS NOW OR HEREAFTER EXISTING BETWEEN ANY OF THEM, IN ANY MANNER
WHATSOEVER, ALL WITHOUT IN ANY WAY ALTERING OR AFFECTING THE OBLIGATIONS OF SUCH
BORROWER