TERMINATE AND THE
OBLIGATIONS SHALL IMMEDIATELY BECOME DUE AND PAYABLE WITHOUT ANY ELECTION OR
ACTION ON THE PART OF THE LENDER. IF ANY OTHER DEFAULT OCCURS, THE LENDER MAY
TERMINATE OR SUSPEND ITS OBLIGATIONS TO MAKE LOANS HEREUNDER AND TO ISSUE
LETTERS OF CREDIT HEREUNDER, OR DECLARE THE OBLIGATIONS TO BE DUE AND PAYABLE,
OR BOTH, WHEREUPON THE OBLIGATIONS SHALL BECOME IMMEDIATELY DUE AND PAYABLE,
WITHOUT PRESENTMENT, DEMAND, PROTEST OR NOTICE OF ANY KIND, ALL OF WHICH THE
BORROWER EXPRESSLY WAIVES.
9.2
PRESERVATION OF RIGHTS.
NO DELAY OR
OMISSION OF THE LENDER TO EXERCISE ANY RIGHT UNDER THE LOAN DOCUMENTS SHALL
IMPAIR SUCH RIGHT OR BE CONSTRUED TO BE A WAIVER OF ANY DEFAULT OR AN
ACQUIESCENCE THEREIN, AND THE MAKING OF A LOAN OR THE ISSUANCE OF A LETTER OF
CREDIT NOTWITHSTANDING THE EXISTENCE OF A DEFAULT OR THE INABILITY OF THE
BORROWER TO SATISFY THE CONDITIONS PRECEDENT TO SUCH LOAN OR ISSUANCE OF SUCH
LETTER OF CREDIT SHALL NOT CONSTITUTE ANY WAIVER OR ACQUIESCENCE. ANY SINGLE OR
PARTIAL EXERCISE OF ANY SUCH RIGHT SHALL NOT PRECLUDE OTHER OR FURTHER EXERCISE
THEREOF OR THE EXERCISE OF ANY OTHER RIGHT, AND NO WAIVER, AMENDMENT OR OTHER
VARIATION OF THE TERMS, CONDITIONS OR PROVISIONS OF THE LOAN DOCUMENTS
WHATSOEVER SHALL BE VALID UNLESS IN WRITING SIGNED BY THE LENDER AND THEN ONLY
TO THE EXTENT IN SUCH WRITING SPECIFICALLY SET FORTH. ALL REMEDIES CONTAINED IN
THE LOAN DOCUMENTS OR BY LAW AFFORDED SHALL BE
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CUMULATIVE AND ALL SHALL BE AVAILABLE TO THE LENDER UNTIL THE OBLIGATIONS HAVE
BEEN PAID IN FULL IN CASH.
9.3
Amendments.
No amendment, modification,
termination, discharge or waiver of any provision of this Agreement or of any of
the Loan Documents, or consent to any departure by the Borrower there from,
shall be in writing and signed by the Lender and then such waiver or consent
shall be effective only for the specific purpose for which given.
ARTICLE X:
GENERAL PROVISIONS
10.1
SURVIVAL OF REPRESENTATIONS.
ALL REPRESENTATIONS
AND WARRANTIES OF THE BORROWER CONTAINED IN THIS AGREEMENT SHALL SURVIVE
DELIVERY OF THIS AGREEMENT AND THE MAKING OF THE LOANS HEREIN CONTEMPLATED SO
LONG AS ANY PRINCIPAL, ACCRUED INTEREST, FEES, OR ANY OTHER AMOUNT DUE AND
PAYABLE UNDER ANY LOAN DOCUMENT IS OUTSTANDING AND UNPAID (OTHER THAN CONTINGENT
REIMBURSEMENT AND INDEMNIFICATION OBLIGATIONS) AND SO LONG AS THE COMMITMENTS
HAVE NOT BEEN TERMINATED.
10.2
GOVERNMENTAL REGULATION.
ANYTHING CONTAINED IN
THIS AGREEMENT TO THE CONTRARY NOTWITHSTANDING, LENDER SHALL NOT BE OBLIGATED TO
EXTEND CREDIT TO THE BORROWER IN VIOLATION OF ANY LIMITATION OR PROHIBITION
PROVIDED BY ANY APPLICABLE STATUTE OR REGULATION.
10.3
HEADINGS.
SECTION HEADINGS IN THE LOAN DOCUMENTS
ARE FOR CONVENIENCE OF REFERENCE ONLY. AND SHALL NOT GOVERN THE INTERPRETATION
OF ANY OF THE PROVISIONS OF THE LOAN DOCUMENTS.
10.4
ENTIRE AGREEMENT.
THE LOAN DOCUMENTS EMBODY THE
ENTIRE AGREEMENT AND UNDERSTANDING AMONG THE BORROWER AND THE LENDER AND
SUPERSEDE ALL PRIOR AGREEMENTS AND UNDERSTANDINGS AMONG THE BORROWER AND THE
LENDER RELATING TO THE SUBJECT MATTER THEREOF.
10.5
BENEFITS