OR AGENT, AS THE CASE MAY BE.
IN THE
EVENT ANY LENDER OR AGENT, AS THE CASE MAY BE, IN ITS SOLE DISCRETION,
UNDERTAKES AT ANY TIME OR FROM TIME TO TIME TO PROVIDE ANY SUCH INFORMATION TO
ANY GUARANTOR, SUCH LENDER OR AGENT, AS THE CASE MAY BE, SHALL BE UNDER NO
OBLIGATION (A) TO UNDERTAKE ANY INVESTIGATION NOT A PART OF ITS REGULAR BUSINESS
ROUTINE, (B) TO DISCLOSE ANY INFORMATION THAT SUCH LENDER OR AGENT, AS THE CASE
MAY BE, PURSUANT TO ACCEPTED OR REASONABLE COMMERCIAL FINANCE OR BANKING
PRACTICES, WISHES TO MAINTAIN CONFIDENTIAL OR (C) TO MAKE ANY OTHER OR FUTURE
DISCLOSURES OF SUCH INFORMATION OR ANY OTHER INFORMATION TO ANY GUARANTOR.
7.11
DEFAULT, REMEDIES.
THE OBLIGATIONS OF EACH
GUARANTOR HEREUNDER ARE INDEPENDENT OF AND SEPARATE FROM GUARANTEED
OBLIGATIONS.
IF ANY OBLIGATION OF THE BORROWER IS NOT PAID WHEN DUE, OR UPON
ANY EVENT OF DEFAULT HEREUNDER OR UPON ANY DEFAULT BY THE BORROWER AS PROVIDED
IN ANY OTHER CREDIT DOCUMENT OR RELATED OBLIGATION DOCUMENT, THE ADMINISTRATIVE
AGENT MAY, AT ITS SOLE ELECTION, PROCEED DIRECTLY AND AT ONCE, WITHOUT NOTICE,
AGAINST ANY GUARANTOR TO COLLECT AND RECOVER THE FULL AMOUNT OR ANY PORTION OF
THE OBLIGATIONS OF THE BORROWER THEN DUE, WITHOUT FIRST PROCEEDING AGAINST THE
BORROWER OR ANY OTHER GUARANTOR (INCLUDING THE GUARANTORS) OF THE GUARANTEED
OBLIGATIONS OR JOINING THE BORROWER OR ANY OTHER GUARANTOR (INCLUDING THE
GUARANTORS) IN ANY PROCEEDING AGAINST ANY GUARANTOR.
AT ANY TIME AFTER MATURITY
OF THE GUARANTEED OBLIGATIONS, THE ADMINISTRATIVE AGENT MAY (UNLESS THE
GUARANTEED OBLIGATIONS HAVE BEEN PAID IN FULL), WITHOUT NOTICE TO ANY GUARANTOR,
APPROPRIATE AND APPLY TOWARD THE PAYMENT OF THE GUARANTEED OBLIGATIONS (A) ANY
INDEBTEDNESS DUE OR TO BECOME DUE FROM ANY LENDER OR AGENT, AS THE CASE MAY BE,
TO SUCH GUARANTOR AND (B) ANY MONEYS, CREDITS OR OTHER PROPERTY BELONGING TO
SUCH GUARANTOR AT ANY TIME HELD BY OR COMING INTO THE POSSESSION OF ANY LENDER
OR AGENT, AS THE CASE MAY BE, OR ANY OF ITS RESPECTIVE AFFILIATES.
7.12
BANKRUPTCY, ETC.
(A)
SO LONG AS ANY GUARANTEED OBLIGATIONS
REMAIN OUTSTANDING, NO GUARANTOR SHALL, WITHOUT THE PRIOR WRITTEN CONSENT OF THE
ADMINISTRATIVE AGENT ACTING PURSUANT TO THE INSTRUCTIONS OF REQUISITE LENDERS,
COMMENCE OR JOIN WITH ANY OTHER PERSON IN COMMENCING ANY BANKRUPTCY,
REORGANIZATION OR INSOLVENCY CASE OR PROCEEDING OF OR AGAINST THE BORROWER OR
ANY OTHER GUARANTOR.
THE OBLIGATIONS OF GUARANTORS HEREUNDER SHALL NOT BE
REDUCED, LIMITED, IMPAIRED, DISCHARGED, DEFERRED, SUSPENDED OR TERMINATED BY ANY
CASE OR PROCEEDING, VOLUNTARY OR INVOLUNTARY, INVOLVING THE BANKRUPTCY,
INSOLVENCY, RECEIVERSHIP, REORGANIZATION, LIQUIDATION OR ARRANGEMENT OF THE
BORROWER OR ANY OTHER GUARANTOR OR BY ANY DEFENSE WHICH THE BORROWER OR ANY
OTHER GUARANTOR MAY HAVE BY REASON OF THE ORDER, DECREE OR DECISION OF ANY COURT
OR ADMINISTRATIVE BODY RESULTING FROM ANY SUCH PROCEEDING.
(B)
EACH GUARANTOR ACKNOWLEDGES AND AGREES THAT
ANY INTEREST ON ANY PORTION OF THE GUARANTEED OBLIGATIONS WHICH ACCRUES AFTER
THE COMMENCEMENT OF ANY CASE OR PROCEEDING REFERRED TO IN CLAUSE (A) ABOVE (OR,
IF INTEREST ON