WHOLLY-OWNED
SUBSIDIARY WITH RESPECT TO SUCH LOAN, OTHER INDEBTEDNESS AND SUBJECT DEBT
INSTRUMENT ARE SUBJECT TO A PERFECTED SECURITY INTEREST OF THE REQUISITE
PRIORITY IN FAVOR OF AGENT AND LENDERS AND, IN CONNECTION THEREWITH, SHALL TAKE
SUCH ACTION AND EXECUTE AND DELIVER SUCH PLEDGE AGREEMENTS OR AMENDMENTS TO
PLEDGE AGREEMENTS AND SUCH OTHER INSTRUMENTS AND AGREEMENTS, INCLUDING, WITHOUT
LIMITATION, DELIVERY OF NOTICES OF PLEDGE TO THE ISSUER OF SUCH INDEBTEDNESS,
ACKNOWLEDGEMENT OF SUCH NOTICE FROM SUCH ISSUER, DELIVERY OF THE SUBJECT DEBT
INSTRUMENTS TO COLLATERAL AGENT, TOGETHER WITH AN ASSIGNMENT SEPARATE FROM SUCH
SUBJECT DEBT INSTRUMENT OR AN ALLONGE THERETO, AND ESTOPPEL CERTIFICATES FROM
THE ISSUER THEREOF, IN EACH CASE IN FORM AND SUBSTANCE SATISFACTORY TO THE
COLLATERAL AGENT, AS THE COLLATERAL AGENT MAY REQUIRE.
THE PROVISIONS OF THIS
SECTION 7.15(B) ARE IN ADDITION TO, AND NOT IN LIMITATION OF, OTHER PROVISIONS
OF THIS AGREEMENT LIMITING THE INVESTMENTS, THE ACQUISITION OF EQUITY INTERESTS
AND THE ACQUISITION OF OTHER ASSETS BY BORROWER, PRIMARY OBLIGORS, AND
WHOLLY-OWNED SUBSIDIARIES.
IF REQUESTED BY AGENT IN WRITING, BORROWER SHALL
PREPARE A SCHEDULE 10.20A SETTING FORTH THE MAKER AND HOLDER OF SUCH SUBJECT
DEBT INSTRUMENT, THE PRINCIPAL AMOUNT THEREOF AND THE PAYMENT TERMS THEREOF.
30
7.16
COOPERATION.
AT AGENT'S REQUEST, BORROWER WILL
MEET FROM TIME TO TIME WITH (AND PROVIDE THEN AVAILABLE FINANCIAL INFORMATION
TO) OTHER FINANCIAL INSTITUTIONS TO WHICH ANY LENDER MAY WISH TO GRANT
PARTICIPATIONS IN THE LOANS, INCLUDING POTENTIAL LENDER ASSIGNEES AND POTENTIAL
PURCHASING LENDERS.
7.17
APPROVALS AND CONSENTS.
IN THE EVENT THAT ANY
APPROVAL, CONSENT OR NON-OBJECTION NEED BE OBTAINED BY BORROWER, ANY PRIMARY
OBLIGOR OR OTHER LOAN PARTY FROM, OR A NOTICE OR OTHER FILING NEED BE FILED BY
BORROWER OR ANY SUCH OTHER PERSON, WITH, ANY GOVERNMENTAL AUTHORITY IN
CONNECTION WITH THE EXECUTION, DELIVERY AND PERFORMANCE OF THIS AGREEMENT OR ANY
LOAN DOCUMENT BY BORROWER OR ANY SUCH OTHER PERSON, BORROWER SHALL TAKE AND
CAUSE SUCH OTHER PERSON (AS APPLICABLE) TO TAKE, ALL ACTIONS REASONABLY
NECESSARY TO OBTAIN ANY SUCH APPROVAL, CONSENT OR NON-OBJECTION OR FILE SUCH
NOTICE OR OTHER FILING AS PROMPTLY AS PRACTICABLE, AND LENDERS AGREE TO
COOPERATE WITH BORROWER IN OBTAINING OR FILING THE SAME.
7.18
PAYMENT OF DIVIDENDS FROM PRIMARY OBLIGORS AND
SUBSIDIARIES.
IN FURTHERANCE AND NOT IN LIMITATION OF OTHER PROVISIONS HEREOF
(INCLUDING SECTION 8.24) REGARDING REQUIRED DISTRIBUTIONS, TO THE EXTENT
NECESSARY TO ENABLE IT TO MAKE PAYMENTS OF THE OBLIGATIONS IN ACCORDANCE WITH
THE TERMS HEREOF, UNLESS PROHIBITED BY APPLICABLE LAW BORROWER SHALL CAUSE
DIVIDENDS TO BE PAID TO IT BY EACH PRIMARY OBLIGOR AND EACH OTHER WHOLLY-OWNED
SUBSIDIARY OF BORROWER (WHETHER IN EXISTENCE AS OF THE DATE HEREOF OR HEREAFTER
FORMED OR ACQUIRED) IN AMOUNTS WHICH ARE SUFFICIENT TO ENABLE BORROWER TO
SATISFY ITS PAYMENT OBLIGATIONS UNDER THE TERMS HEREOF.
7.19
STAY, EXTENSION AND USURY LAWS.
BORROWER
COVENANTS (TO THE EXTENT THAT IT MAY LAWFULLY DO SO) THAT IT SHALL NOT AT ANY
TIME INSIST UPON, PLEAD, OR IN ANY MANNER WHATSOEVER CLAIM OR TAKE THE BENEFIT
OR ADVANTAGE OF, ANY STAY,