OF THE UNITED STATES OR ANY
SIMILAR LAWS OF ANY COUNTRY OR JURISDICTION) OF ALL OBLIGATIONS, INCLUDING,
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL OBLIGATIONS, LIABILITIES,
AND INDEBTEDNESS FROM TIME TO TIME OF THE BORROWER OR ANY OTHER GUARANTOR TO THE
ADMINISTRATIVE AGENT OR ANY OF THE LENDERS OR ANY AFFILIATE OF ANY LENDER UNDER
OR IN CONNECTION WITH THE (I) CREDIT AGREEMENT, (II) ANY OTHER LOAN DOCUMENT,
(III) ANY LENDER PROVIDED HEDGE, AND/OR (IV) ANY OTHER LENDER PROVIDED FINANCIAL
SERVICE PRODUCT, WHETHER FOR PRINCIPAL, INTEREST, FEES, INDEMNITIES, EXPENSES,
OR OTHERWISE, AND ALL RENEWALS, EXTENSIONS, AMENDMENTS, REFINANCINGS OR
REFUNDINGS THEREOF, WHETHER SUCH OBLIGATIONS, LIABILITIES, OR INDEBTEDNESS ARE
DIRECT OR INDIRECT, SECURED OR UNSECURED, JOINT OR SEVERAL, ABSOLUTE OR
CONTINGENT, DUE OR TO BECOME DUE, WHETHER FOR PAYMENT OR PERFORMANCE, NOW
EXISTING OR
3
HEREAFTER ARISING (AND INCLUDING OBLIGATIONS, LIABILITIES, AND INDEBTEDNESS
ARISING OR ACCRUING AFTER THE COMMENCEMENT OF ANY BANKRUPTCY, INSOLVENCY,
REORGANIZATION, OR SIMILAR PROCEEDING WITH RESPECT TO THE BORROWER OR ANY
GUARANTOR OR WHICH WOULD HAVE ARISEN OR ACCRUED BUT FOR THE COMMENCEMENT OF SUCH
PROCEEDING, EVEN IF THE CLAIM FOR SUCH OBLIGATION, LIABILITY, OR INDEBTEDNESS IS
NOT ENFORCEABLE OR ALLOWABLE IN SUCH PROCEEDING, AND INCLUDING ALL OBLIGATIONS,
LIABILITIES, AND INDEBTEDNESS ARISING FROM ANY EXTENSIONS OF CREDIT UNDER OR IN
CONNECTION WITH ANY LOAN DOCUMENT FROM TIME TO TIME, REGARDLESS OF WHETHER ANY
SUCH EXTENSIONS OF CREDIT ARE IN EXCESS OF THE AMOUNT COMMITTED UNDER OR
CONTEMPLATED BY THE LOAN DOCUMENTS OR ARE MADE IN CIRCUMSTANCES IN WHICH ANY
CONDITION TO EXTENSION OF CREDIT IS NOT SATISFIED) (ALL OF THE FOREGOING
OBLIGATIONS, LIABILITIES AND INDEBTEDNESS ARE REFERRED TO HEREIN COLLECTIVELY,
AS THE "GUARANTIED OBLIGATIONS" AND EACH, AS A "GUARANTIED OBLIGATION"). WITHOUT
LIMITATION OF THE FOREGOING, ANY OF THE GUARANTIED OBLIGATIONS SHALL BE AND
REMAIN GUARANTIED OBLIGATIONS ENTITLED TO THE BENEFIT OF THIS GUARANTY IF THE
ADMINISTRATIVE AGENT OR ANY OF THE LENDERS (OR ANY ONE OR MORE ASSIGNEES OR
TRANSFEREES THEREOF) FROM TIME TO TIME ASSIGN OR OTHERWISE TRANSFER ALL OR ANY
PORTION OF THEIR RESPECTIVE RIGHTS AND OBLIGATIONS UNDER THE LOAN DOCUMENTS, OR
ANY OTHER GUARANTIED OBLIGATIONS, TO ANY OTHER PERSON. IN FURTHERANCE OF THE
FOREGOING., EACH GUARANTOR JOINTLY AND SEVERALLY AGREES AS FOLLOWS.
16. GUARANTY. EACH GUARANTOR HEREBY PROMISES TO PAY AND PERFORM ALL SUCH
GUARANTIED OBLIGATIONS IMMEDIATELY UPON DEMAND OF THE ADMINISTRATIVE AGENT AND
THE LENDERS OR ANY ONE OR MORE OF THEM. ALL PAYMENTS MADE HEREUNDER SHALL BE
MADE BY EACH GUARANTOR IN IMMEDIATELY AVAILABLE FUNDS IN U.S. DOLLARS AND SHALL
BE MADE WITHOUT SETOFF, COUNTERCLAIM, WITHHOLDING, OR OTHER DEDUCTION OF ANY
NATURE.
17. OBLIGATIONS ABSOLUTE. THE OBLIGATIONS OF THE GUARANTORS HEREUNDER SHALL NOT
BE DISCHARGED OR IMPAIRED OR OTHERWISE DIMINISHED BY THE FAILURE, DEFAULT,
OMISSION, OR DELAY, WILLFUL OR OTHERWISE, BY ANY LENDER, THE ADMINISTRATIVE
AGENT, THE BORROWER OR ANY OTHER OBLIGOR ON ANY OF THE GUARANTIED OBLIGATIONS,
OR BY ANY OTHER ACT OR THING OR OMISSION OR DELAY TO DO ANY OTHER ACT OR THING
WHICH MAY OR MIGHT IN ANY