CODE SECTIONS 2787 TO 2855, INCLUSIVE, 2899
AND 3433 AND UNDER CALIFORNIA CODE OF CIVIL PROCEDURE SECTIONS 580A, 580B, 580D
AND 726 (OR ANY OF SUCH SECTIONS), OR ANY OTHER JURISDICTION TO THE EXTENT THE
SAME ARE APPLICABLE TO THIS AGREEMENT OR THE AGREEMENTS, COVENANTS OR
OBLIGATIONS OF ANY BORROWER HEREUNDER.
(E)
EACH BORROWER IS FULLY AWARE OF THE
FINANCIAL CONDITION OF THE FRC BORROWERS OR THE FMC BORROWERS, AS APPLICABLE,
AND IS EXECUTING AND DELIVERING THIS AGREEMENT BASED SOLELY UPON SUCH BORROWER'S
OWN INDEPENDENT INVESTIGATION OF ALL MATTERS PERTINENT HERETO AND IS NOT RELYING
IN ANY MANNER UPON ANY REPRESENTATION OR STATEMENT BY THE AGENT OR ANY LENDER.
EACH BORROWER HEREBY ASSUMES FULL RESPONSIBILITY FOR OBTAINING ANY ADDITIONAL
INFORMATION CONCERNING THE FINANCIAL CONDITION OF THE FRC BORROWERS, THE FMC
BORROWERS OR ANY OTHER GUARANTOR OR THEIR RESPECTIVE PROPERTIES, FINANCIAL
CONDITION AND PROSPECTS AND ANY OTHER MATTER PERTINENT HERETO AS SUCH BORROWER
MAY DESIRE, AND SUCH BORROWER IS NOT RELYING UPON OR EXPECTING THE AGENT OR ANY
LENDER TO FURNISH TO SUCH BORROWER ANY INFORMATION NOW OR HEREAFTER IN THE
POSSESSION OF THE AGENT OR ANY LENDER CONCERNING THE SAME OR ANY OTHER MATTER.
BY EXECUTING THIS AGREEMENT, EACH BORROWER KNOWINGLY ACCEPTS THE FULL RANGE OF
RISKS ENCOMPASSED WITHIN A CONTRACT OF THIS TYPE, WHICH RISKS SUCH BORROWER
ACKNOWLEDGES.
NO BORROWER SHALL HAVE THE RIGHT TO REQUIRE THE AGENT OR ANY
LENDER TO OBTAIN OR DISCLOSE ANY INFORMATION WITH RESPECT TO THE OBLIGATIONS,
THE FINANCIAL CONDITION OR PROSPECTS OF ANY BORROWER, THE ABILITY OF ANY
BORROWER TO PAY OR PERFORM THE OBLIGATIONS, THE EXISTENCE, PERFECTION, PRIORITY
OR ENFORCEABILITY OF ANY COLLATERAL SECURITY FOR ANY OR ALL OF THE OBLIGATIONS,
THE EXISTENCE OR ENFORCEABILITY OF ANY OTHER GUARANTIES OF ALL OR ANY PART OF
THE OBLIGATIONS, ANY ACTION OR NON-ACTION ON THE PART OF THE AGENT OR ANY
LENDER, ANY BORROWER OR ANY OTHER PERSON, OR ANY OTHER EVENT, OCCURRENCE,
CONDITION OR CIRCUMSTANCE WHATSOEVER.
(F)
TO THE EXTENT THAT ANY BORROWER IS A
GUARANTOR OR A SURETY AS A RESULT OF THE JOINT AND SEVERAL OBLIGATIONS
HEREUNDER, THE OBLIGATIONS OF EACH SUCH FMC BORROWER AND EACH SUCH FRC BORROWER
SHALL BE LIMITED IN AMOUNT TO AN AMOUNT NOT TO EXCEED THE MAXIMUM AMOUNT OF SUCH
OBLIGATIONS AND LIABILITIES THAT CAN BE MADE OR ASSUMED BY SUCH BORROWER WITHOUT
RENDERING SUCH OBLIGATION OR LIABILITY VOID OR VOIDABLE UNDER APPLICABLE LAWS
RELATING TO FRAUDULENT CONVEYANCE, FRAUDULENT TRANSFER OR SIMILAR LAWS AFFECTING
THE RIGHTS OF CREDITORS GENERALLY, IN EACH CASE GIVING EFFECT TO ALL LIABILITIES
OF SUCH BORROWER OTHER THAN ANY LIABILITIES IN RESPECT OF INTERCOMPANY
INDEBTEDNESS TO THE EXTENT THAT IT WOULD BE DISCHARGED IN THE AMOUNT PAID BY
SUCH BORROWER HEREUNDER AND GIVING EFFECT TO ALL RIGHTS OF SUBROGATION,
CONTRIBUTION, REIMBURSEMENT, INDEMNITY OR SIMILAR RIGHTS PURSUANT TO APPLICABLE
LAW OR ANY AGREEMENT (THE "MAXIMUM LIABILITY").
15
(g)
(i)
Each FMC
Borrower hereby agrees that to the extent that an FMC Borrower makes any payment
on behalf of FMC, such FMC Borrower