OR DISTRIBUTION IS MADE BY THE APPLICABLE
FUNDING OBLIGOR.
THE ALLOCATION AMONG CO-BORROWERS OF THEIR OBLIGATIONS AS SET
FORTH IN THIS SECTION SHALL NOT BE CONSTRUED IN ANY WAY TO LIMIT THE LIABILITY
OF ANY CO-BORROWER UNDER ANY LOAN DOCUMENT.
IN THE EVENT A PAYMENT IS MADE BY A
CO-BORROWER IN EXCESS OF ITS FAIR SHARE, THEN SUCH CO-BORROWER SHALL BE
SUBROGATED TO THE RIGHTS THEN HELD BY ADMINISTRATIVE AGENT WITH RESPECT TO THE
OBLIGATIONS TO THE EXTENT TO WHICH THE OBLIGATIONS WERE DISCHARGED BY SUCH
CO-BORROWER AND, IN ADDITION, UPON PAYMENT BY SUCH CO-BORROWER OF ANY SUMS TO
ADMINISTRATIVE AGENT HEREUNDER IN EXCESS OF ITS FAIR SHARE, ALL RIGHTS OF SUCH
CO-BORROWER AGAINST THE OTHER CO-BORROWER ARISING AS A RESULT THEREFROM BY WAY
OF RIGHT OR SUBROGATION, REIMBURSEMENT, OR OTHERWISE SHALL IN ALL RESPECTS BE
SUBORDINATE AND JUNIOR IN RIGHT OF PAYMENT TO THE PRIOR INDEFEASIBLE PAYMENT IN
FULL OF THE OBLIGATIONS.
31
SECTION 2.23.
JOINT AND SEVERAL OBLIGATIONS ABSOLUTE.
IF ACCELERATION OF THE
TIME FOR PAYMENT OF ANY AMOUNT PAYABLE BY A CO-BORROWER UNDER THE OBLIGATIONS IS
STAYED UPON THE INSOLVENCY, BANKRUPTCY, OR REORGANIZATION OF THE OTHER
CO-BORROWER, ALL SUCH AMOUNTS OTHERWISE SUBJECT TO ACCELERATION SHALL
NONETHELESS BE PAYABLE BY THE OTHER CO-BORROWER HEREUNDER FORTHWITH ON DEMAND BY
ADMINISTRATIVE AGENT.
EACH CO-BORROWER HEREBY AGREES THAT ITS JOINT AND SEVERAL
LIABILITY FOR THE OBLIGATIONS OF THE OTHER CO-BORROWER (THE "OTHER OBLIGATIONS")
SHALL NOT BE RELEASED, DISCHARGED, DIMINISHED, IMPAIRED, REDUCED, OR AFFECTED
FOR ANY REASON OR BY THE OCCURRENCE OF ANY EVENT, INCLUDING, WITHOUT LIMITATION,
ONE OR MORE OF THE FOLLOWING EVENTS, WHETHER OR NOT WITH NOTICE TO OR THE
CONSENT OF ANY CO-BORROWER:
(A) THE TAKING OR ACCEPTING OF COLLATERAL AS
SECURITY FOR ANY OR ALL OF THE OTHER OBLIGATIONS OR THE RELEASE, SURRENDER,
EXCHANGE, OR SUBORDINATION OF ANY COLLATERAL NOW OR HEREAFTER SECURING ANY OR
ALL OF THE OTHER OBLIGATIONS; (B) ANY PARTIAL RELEASE OF THE LIABILITY OF ANY
CO-BORROWER HEREUNDER, OR THE FULL OR PARTIAL RELEASE OF ANY CO-BORROWER FROM
LIABILITY FOR ANY OR ALL OF THE OTHER OBLIGATIONS; (C) ANY DISABILITY OF ANY
OTHER CO-BORROWER, OR THE DISSOLUTION, INSOLVENCY, OR BANKRUPTCY OF THE OTHER
CO-BORROWER OR ANY OTHER PARTY AT ANY TIME LIABLE FOR THE PAYMENT OF ANY OR ALL
OF THE OTHER OBLIGATIONS; (D) ANY RENEWAL, EXTENSION, MODIFICATION, WAIVER,
AMENDMENT, OR REARRANGEMENT OF ANY OR ALL OF THE OTHER OBLIGATIONS OR ANY
INSTRUMENT, DOCUMENT, OR AGREEMENT EVIDENCING, SECURING, OR OTHERWISE RELATING
TO ANY OR ALL OF THE OTHER OBLIGATIONS; (E) ANY ADJUSTMENT, INDULGENCE,
FORBEARANCE, WAIVER, OR COMPROMISE THAT MAY BE GRANTED OR GIVEN BY
ADMINISTRATIVE AGENT OR ANY BANK TO ANY OTHER OBLIGOR OR ANY OTHER PARTY EVER
LIABLE FOR ANY OR ALL OF THE OTHER OBLIGATIONS; (F) ANY NEGLECT, DELAY,
OMISSION, FAILURE, OR REFUSAL OF ADMINISTRATIVE AGENT OR ANY BANK TO TAKE OR
PROSECUTE ANY ACTION FOR THE COLLECTION OF ANY OF THE OTHER OBLIGATIONS OR TO
FORECLOSE OR TAKE OR PROSECUTE ANY ACTION IN CONNECTION WITH ANY INSTRUMENT,
DOCUMENT, OR AGREEMENT EVIDENCING,