SO LONG AS THE POSSIBILITY OF ANY SUCH CLAIM, ACTION, CAUSE OF ACTION OR SUIT
EXISTS.
§17.
SURVIVAL OF COVENANTS, ETC.
ALL COVENANTS,
AGREEMENTS, REPRESENTATIONS AND WARRANTIES MADE HEREIN, IN THE NOTES, IN ANY OF
THE OTHER LOAN DOCUMENTS OR IN ANY DOCUMENTS OR OTHER PAPERS DELIVERED BY OR ON
BEHALF OF THE BORROWER OR ANY GUARANTOR PURSUANT HERETO SHALL BE DEEMED TO HAVE
BEEN RELIED UPON BY THE LENDERS AND THE AGENT, NOTWITHSTANDING ANY INVESTIGATION
HERETOFORE OR HEREAFTER MADE BY IT, AND SHALL SURVIVE THE MAKING BY THE LENDERS
OF THE LOANS, AS HEREIN CONTEMPLATED, AND SHALL CONTINUE IN FULL FORCE AND
EFFECT SO LONG AS ANY AMOUNT DUE UNDER THIS AGREEMENT OR THE NOTES OR ANY OF THE
OTHER LOAN DOCUMENTS REMAINS OUTSTANDING OR THE LENDERS HAVE ANY OBLIGATION TO
MAKE ANY LOANS. THE INDEMNIFICATION OBLIGATIONS OF THE BORROWER AND THE
GUARANTORS PROVIDED HEREIN AND THE OTHER LOAN DOCUMENTS SHALL SURVIVE THE FULL
REPAYMENT OF AMOUNTS DUE AND THE TERMINATION OF THE OBLIGATIONS OF THE LENDERS
HEREUNDER AND THEREUNDER TO THE EXTENT PROVIDED HEREIN AND THEREIN.
64
ALL STATEMENTS CONTAINED IN ANY CERTIFICATE OR OTHER PAPER DELIVERED TO THE
AGENT OR ANY LENDER AT ANY TIME BY OR ON BEHALF OF THE BORROWER OR ANY OF THE
GUARANTORS PURSUANT HERETO OR IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED
HEREBY (OTHER THAN THIRD PARTY REPORTS, SUCH AS ENGINEERING REPORTS AND
ENVIRONMENTAL STUDIES) SHALL CONSTITUTE REPRESENTATIONS AND WARRANTIES BY THE
BORROWER OR ANY OF THE GUARANTORS HEREUNDER.
§18.
GUARANTY.
§18.1.
GUARANTY.
EACH OF THE GUARANTORS ACKNOWLEDGES THAT IT
WILL RECEIVE SUBSTANTIAL BENEFITS FROM THE MAKING OF THE LOANS AND EXTENSIONS OF
CREDIT TO THE BORROWER BY THE LENDERS UNDER THIS AGREEMENT.
SUBJECT TO §18.7
BELOW, EACH OF THE GUARANTORS HEREBY, JOINTLY AND SEVERALLY, UNCONDITIONALLY AND
IRREVOCABLY GUARANTEES TO EACH LENDER AND THE AGENT, AND THEIR RESPECTIVE
SUCCESSORS AND ASSIGNS, THE PROMPT PAYMENT OF THE GUARANTEED OBLIGATIONS IN FULL
WHEN DUE (WHETHER AT STATED MATURITY, AS A MANDATORY PREPAYMENT, BY ACCELERATION
OR OTHERWISE) (THE "GUARANTY").
THE GUARANTORS ADDITIONALLY, JOINTLY AND
SEVERALLY, UNCONDITIONALLY GUARANTEE TO EACH LENDER AND THE AGENT THE TIMELY
PERFORMANCE OF ALL OTHER OBLIGATIONS OF THE BORROWER UNDER THE LOAN DOCUMENTS.
THIS GUARANTY IS A GUARANTY OF PAYMENT AND NOT OF COLLECTION AND IS A CONTINUING
GUARANTY AND SHALL APPLY TO GUARANTEED OBLIGATIONS WHENEVER ARISING.
§18.2.
OBLIGATIONS UNCONDITIONAL.
THE OBLIGATIONS OF THE
GUARANTORS HEREUNDER ARE ABSOLUTE AND UNCONDITIONAL, IRRESPECTIVE OF THE VALUE,
GENUINENESS, VALIDITY, REGULARITY OR ENFORCEABILITY OF ANY OF THE GUARANTEED
OBLIGATIONS OR ANY OF THE LOAN DOCUMENTS, OR ANY OTHER AGREEMENT OR INSTRUMENT
REFERRED TO THEREIN, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW,
IRRESPECTIVE OF ANY OTHER CIRCUMSTANCE WHATSOEVER WHICH MIGHT OTHERWISE
CONSTITUTE A LEGAL OR EQUITABLE DISCHARGE OR DEFENSE OF A SURETY OR GUARANTOR.
EACH GUARANTOR AGREES THAT THIS GUARANTY MAY BE ENFORCED BY THE AGENT, ON BEHALF
OF THE LENDERS, WITHOUT NECESSITY AT ANY TIME OF RESORTING TO OR EXHAUSTING ANY
OTHER SECURITY OR COLLATERAL AND WITHOUT THE NECESSITY AT ANY TIME OF HAVING