OR DISCHARGED, IN WHOLE OR IN PART, OR
OTHERWISE AFFECTED BY THE ADEQUACY OF ANY RIGHTS WHICH THE AGENT OR ANY LENDER
MAY HAVE AGAINST ANY COLLATERAL SECURITY OR OTHER MEANS OF OBTAINING REPAYMENT
OF ANY OF THE OBLIGATIONS, THE IMPAIRMENT OF ANY COLLATERAL SECURITY SECURING
THE OBLIGATIONS, INCLUDING, WITHOUT LIMITATION, THE FAILURE TO PROTECT OR
PRESERVE ANY RIGHTS WHICH THE AGENT OR ANY LENDER MAY HAVE IN SUCH COLLATERAL
SECURITY OR THE SUBSTITUTION, EXCHANGE, SURRENDER, RELEASE, LOSS OR DESTRUCTION
OF ANY SUCH COLLATERAL SECURITY, ANY OTHER ACT OR OMISSION WHICH MIGHT IN ANY
MANNER OR TO ANY EXTENT VARY THE RISK OF SUCH BORROWER, OR OTHERWISE OPERATE AS
A RELEASE OR DISCHARGE OF SUCH BORROWER, ALL OF WHICH MAY BE DONE WITHOUT NOTICE
TO SUCH BORROWER; PROVIDED, HOWEVER, THAT THE FOREGOING SHALL IN NO WAY BE
DEEMED TO CREATE COMMERCIALLY UNREASONABLE STANDARDS AS TO THE AGENT'S DUTIES AS
SECURED PARTY UNDER THE LOAN DOCUMENTS (AS SUCH RIGHTS AND DUTIES ARE SET FORTH
THEREIN).
IF FOR ANY REASON ANY OF THE OTHER BORROWERS HAS NO LEGAL EXISTENCE
OR IS UNDER NO LEGAL OBLIGATION TO DISCHARGE ANY OF THE OBLIGATIONS, OR IF ANY
OF THE OBLIGATIONS HAVE BECOME IRRECOVERABLE FROM ANY OF THE OTHER BORROWERS BY
REASON OF SUCH OTHER BORROWER'S INSOLVENCY, BANKRUPTCY OR REORGANIZATION OR BY
OTHER OPERATION OF LAW OR FOR ANY REASON, THIS CREDIT AGREEMENT AND THE OTHER
LOAN DOCUMENTS TO WHICH IT IS A PARTY SHALL NEVERTHELESS BE BINDING ON SUCH
BORROWER TO THE SAME EXTENT AS IF SUCH BORROWER AT ALL TIMES HAD BEEN THE SOLE
OBLIGOR ON SUCH OBLIGATIONS.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING,
EACH BORROWER ASSENTS TO ANY OTHER ACTION OR DELAY IN ACTING OR FAILURE TO ACT
ON THE PART OF THE AGENT AND THE LENDERS, INCLUDING, WITHOUT LIMITATION, ANY
FAILURE STRICTLY OR DILIGENTLY TO ASSERT ANY RIGHT OR TO PURSUE ANY REMEDY OR TO
COMPLY FULLY WITH APPLICABLE LAWS OR REGULATIONS THEREUNDER WHICH MIGHT, BUT FOR
THE PROVISIONS OF THIS §6.11, AFFORD GROUNDS FOR TERMINATING, DISCHARGING OR
RELIEVING SUCH BORROWER, IN WHOLE OR IN PART, FROM ANY OF ITS OBLIGATIONS UNDER
THIS §6.11, IT BEING THE INTENTION OF EACH BORROWER THAT, SO LONG AS ANY OF THE
OBLIGATIONS HEREUNDER REMAIN UNSATISFIED, THE OBLIGATIONS OF SUCH BORROWER UNDER
THIS §6.11 SHALL NOT BE DISCHARGED EXCEPT BY PERFORMANCE AND THEN ONLY TO THE
EXTENT OF SUCH PERFORMANCE.
THE OBLIGATIONS OF EACH BORROWER UNDER THIS §6.11
SHALL NOT BE
46
DIMINISHED OR RENDERED UNENFORCEABLE BY ANY WINDING UP, REORGANIZATION,
ARRANGEMENT, LIQUIDATION, RECONSTRUCTION OR SIMILAR PROCEEDING WITH RESPECT TO
ANY RECONSTRUCTION OR SIMILAR PROCEEDING WITH RESPECT TO ANY OTHER BORROWER, OR
ANY OF THE LENDERS.
THE JOINT AND SEVERAL LIABILITY OF THE BORROWERS HEREUNDER
SHALL CONTINUE IN FULL FORCE AND EFFECT NOTWITHSTANDING ANY ABSORPTION, MERGER,
AMALGAMATION OR ANY OTHER CHANGE WHATSOEVER IN THE NAME, OWNERSHIP, MEMBERSHIP,
CONSTITUTION OR PLACE OF FORMATION OF ANY BORROWER OR THE LENDERS.
EACH OF THE
BORROWERS ACKNOWLEDGES AND CONFIRMS THAT IT HAS ITSELF ESTABLISHED ITS OWN
ADEQUATE MEANS