THE
OTHER LOAN DOCUMENTS SHALL IMPAIR SUCH POWER, RIGHT OR PRIVILEGE OR BE CONSTRUED
TO BE A WAIVER OF ANY DEFAULT OR ACQUIESCENCE THEREIN, NOR SHALL ANY SINGLE OR
PARTIAL EXERCISE OF ANY SUCH POWER, RIGHT OR PRIVILEGE PRECLUDE OTHER OR FURTHER
EXERCISE THEREOF OR OF ANY OTHER RIGHT, POWER OR PRIVILEGE.
ALL RIGHTS AND
REMEDIES EXISTING UNDER THIS AGREEMENT, THE NOTES AND THE OTHER LOAN DOCUMENTS
ARE CUMULATIVE TO AND NOT EXCLUSIVE OF ANY RIGHTS OR REMEDIES OTHERWISE
AVAILABLE.
83
13.13
MARSHALLING; PAYMENTS SET ASIDE.
NEITHER THE ADMINISTRATIVE AGENT
NOR ANY LENDER SHALL BE UNDER ANY OBLIGATION TO MARSHALL ANY ASSETS IN FAVOR OF
THE BORROWER, ANY OTHER LOAN PARTY OR ANY OTHER PERSON OR AGAINST OR IN PAYMENT
OF ANY OR ALL OF THE OBLIGATIONS.
TO THE EXTENT THAT THE BORROWER MAKES A
PAYMENT OR PAYMENTS TO THE ADMINISTRATIVE AGENT OR THE LENDERS, OR ANY OF SUCH
PERSONS EXERCISES ITS RIGHTS OF SETOFF, AND SUCH PAYMENT OR PAYMENTS OR THE
PROCEEDS OF SUCH ENFORCEMENT OR SETOFF OR ANY PART THEREOF ARE SUBSEQUENTLY
INVALIDATED, DECLARED TO BE FRAUDULENT OR PREFERENTIAL, SET ASIDE OR REQUIRED TO
BE REPAID TO A TRUSTEE, RECEIVER OR ANY OTHER PARTY, THEN TO THE EXTENT OF SUCH
RECOVERY, THE OBLIGATION OR PART THEREOF ORIGINALLY INTENDED TO BE SATISFIED,
AND ALL LIENS, RIGHT AND REMEDIES THEREFOR, SHALL BE REVIVED AND CONTINUED IN
FULL FORCE AND EFFECT AS IF SUCH PAYMENT HAD NOT BEEN MADE OR SUCH ENFORCEMENT
OR SETOFF HAD NOT OCCURRED.
13.14
INDEPENDENCE OF COVENANTS.
ALL COVENANTS HEREUNDER SHALL BE GIVEN
INDEPENDENT EFFECT SO THAT IF A PARTICULAR ACTION OR CONDITION IS NOT PERMITTED
BY ANY OF SUCH COVENANTS, THE FACT THAT IT WOULD BE PERMITTED BY AN EXCEPTION
TO, OR BE OTHERWISE WITHIN THE LIMITATIONS OF, ANOTHER COVENANT SHALL NOT AVOID
THE OCCURRENCE OF AN EVENT OF DEFAULT OR DEFAULT IF SUCH ACTION IS TAKEN OR
CONDITION EXISTS.
13.15
SEVERABILITY.
IN CASE ANY PROVISION IN OR OBLIGATION UNDER THIS
AGREEMENT, THE NOTES OR THE OTHER LOAN DOCUMENTS SHALL BE INVALID, ILLEGAL OR
UNENFORCEABLE IN ANY JURISDICTION, THE VALIDITY, LEGALITY AND ENFORCEABILITY OF
THE REMAINING PROVISIONS OR OBLIGATIONS, OR OF SUCH PROVISION OR OBLIGATION IN
ANY OTHER JURISDICTION, SHALL NOT IN ANY WAY BE AFFECTED OR IMPAIRED THEREBY.
13.16
HEADINGS.
SECTION HEADINGS IN THIS AGREEMENT ARE INCLUDED HEREIN
FOR CONVENIENCE OF REFERENCE ONLY AND SHALL NOT CONSTITUTE A PART OF THIS
AGREEMENT OR BE GIVEN ANY SUBSTANTIVE EFFECT.
13.17
GOVERNING LAW.
THIS AGREEMENT SHALL BE INTERPRETED, AND THE RIGHTS
AND LIABILITIES OF THE PARTIES HERETO DETERMINED, IN ACCORDANCE WITH THE LAWS OF
THE STATE OF NEW YORK.
13.18
LIMITATION OF LIABILITY.
NO CLAIM MAY BE MADE BY THE BORROWER, ANY
OTHER LOAN PARTY, ANY LENDER, THE ADMINISTRATIVE AGENT OR ANY OTHER PERSON
AGAINST THE ADMINISTRATIVE AGENT OR ANY OTHER LENDER OR THE AFFILIATES,
DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS OR AGENTS OF ANY OF THEM FOR ANY
SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES IN RESPECT OF ANY CLAIM FOR BREACH OF
CONTRACT OR ANY OTHER THEORY OF