TO ANY SECURED
CREDITOR AT ANY TIME, WHETHER OR NOT SUCH SECURED CREDITOR KNOWS OR BELIEVES OR
HAS REASON TO KNOW OR BELIEVE THAT ANY SUCH FACT OR CHANGE IS UNKNOWN TO SUCH
GUARANTOR, OR MIGHT (OR DOES) INCREASE THE RISK OF SUCH GUARANTOR AS GUARANTOR
HEREUNDER, OR MIGHT (OR WOULD) AFFECT THE WILLINGNESS OF SUCH GUARANTOR TO
CONTINUE AS A GUARANTOR OF THE GUARANTEED OBLIGATIONS HEREUNDER AND (Y) THE
SECURED CREDITORS SHALL HAVE NO DUTY TO ADVISE ANY GUARANTOR OF INFORMATION
KNOWN TO THEM REGARDING ANY OF THE AFOREMENTIONED CIRCUMSTANCES OR RISKS.
(E)
EACH GUARANTOR HEREBY ACKNOWLEDGES AND
AGREES THAT NO SECURED CREDITOR OR ANY OTHER PERSON SHALL BE UNDER ANY
OBLIGATION (A) TO MARSHAL ANY ASSETS IN FAVOR OF SUCH GUARANTOR OR IN PAYMENT OF
ANY OR ALL OF THE LIABILITIES OF ANY BORROWER UNDER THE CREDIT DOCUMENTS OR THE
OBLIGATION OF SUCH GUARANTOR HEREUNDER OR (B) TO PURSUE ANY OTHER REMEDY THAT
SUCH GUARANTOR MAY OR MAY NOT BE ABLE TO PURSUE ITSELF, ANY RIGHT TO WHICH SUCH
GUARANTOR HEREBY WAIVES.
(F)
EACH GUARANTOR WARRANTS AND AGREES THAT
EACH OF THE WAIVERS SET FORTH IN SECTION 3 AND IN THIS SECTION 4 IS MADE WITH
FULL KNOWLEDGE OF ITS SIGNIFICANCE AND CONSEQUENCES AND THAT IF ANY OF SUCH
WAIVERS ARE DETERMINED TO BE CONTRARY TO ANY APPLICABLE LAW OR PUBLIC POLICY,
SUCH WAIVERS SHALL BE EFFECTIVE ONLY TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW.
5.
RIGHTS OF SECURED CREDITORS.
Subject
to Section 4, any Secured Creditor may (except as shall be required by
applicable law and cannot be waived) at any time
4
and from time to time without the consent of, or notice to, any Guarantor,
without incurring responsibility to such Guarantor, without impairing or
releasing the obligations or liabilities of such Guarantor hereunder, upon or
without any terms or conditions and in whole or in part:
(A)
CHANGE THE MANNER, PLACE OR TERMS OF
PAYMENT OF, AND/OR CHANGE, INCREASE OR EXTEND THE TIME OF PAYMENT OF, RENEW,
INCREASE, ACCELERATE OR ALTER, ANY OF THE GUARANTEED OBLIGATIONS (INCLUDING,
WITHOUT LIMITATION, ANY INCREASE OR DECREASE IN THE RATE OF INTEREST THEREON OR
THE PRINCIPAL AMOUNT THEREOF), ANY SECURITY THEREFOR, OR ANY LIABILITY INCURRED
DIRECTLY OR INDIRECTLY IN RESPECT THEREOF, AND THE GUARANTY HEREIN MADE SHALL
APPLY TO THE GUARANTEED OBLIGATIONS AS SO CHANGED, EXTENDED, INCREASED,
ACCELERATED, RENEWED OR ALTERED;
(B)
TAKE AND HOLD SECURITY FOR THE PAYMENT OF
THE GUARANTEED OBLIGATIONS AND SELL, EXCHANGE, RELEASE, SURRENDER, IMPAIR,
REALIZE UPON OR OTHERWISE DEAL WITH IN ANY MANNER AND IN ANY ORDER ANY PROPERTY
OR OTHER COLLATERAL BY WHOMSOEVER AT ANY TIME PLEDGED OR MORTGAGED TO SECURE, OR
HOWSOEVER SECURING, THE GUARANTEED OBLIGATIONS OR ANY LIABILITIES (INCLUDING ANY
OF THOSE HEREUNDER) INCURRED DIRECTLY OR INDIRECTLY IN RESPECT THEREOF OR
HEREOF, AND/OR ANY OFFSET THEREAGAINST;
(C)
EXERCISE OR REFRAIN FROM EXERCISING ANY
RIGHTS AGAINST THE BORROWERS, ANY OTHER CREDIT PARTY, ANY SUBSIDIARY THEREOF,
ANY OTHER GUARANTOR OF THE GUARANTEED OBLIGATIONS OR OTHERS OR OTHERWISE ACT OR
REFRAIN FROM