THE CASE
OF ANY GUARANTOR OR GRANTOR BECOMING A PARTY HERETO PURSUANT TO SECTION 7.14,
THE DATE OF THE SUPPLEMENT HERETO EXECUTED AND DELIVERED BY SUCH GUARANTOR OR
GRANTOR).
ANY CONTRIBUTING PARTY MAKING ANY PAYMENT TO A CLAIMING PARTY
PURSUANT TO THIS SECTION 6.02 SHALL BE SUBROGATED TO THE RIGHTS OF SUCH CLAIMING
PARTY UNDER SECTION 6.01 TO THE EXTENT OF SUCH PAYMENT.
SECTION 6.03.
SUBORDINATION.
(A)
NOTWITHSTANDING ANY PROVISION OF THIS
AGREEMENT TO THE CONTRARY, ALL RIGHTS OF THE GUARANTORS AND GRANTORS UNDER
SECTIONS 6.01 AND 6.02 AND ALL OTHER RIGHTS OF INDEMNITY, CONTRIBUTION OR
SUBROGATION UNDER APPLICABLE LAW OR OTHERWISE SHALL BE FULLY SUBORDINATED TO THE
PAYMENT IN FULL IN CASH OF THE OBLIGATIONS, AND NO GUARANTOR OR GRANTOR SHALL
SEEK TO ENFORCE ANY OF SUCH RIGHTS UNTIL THE OBLIGATIONS HAVE BEEN PAID IN
FULL.
NO FAILURE ON THE PART OF THE BORROWER OR ANY GUARANTOR OR GRANTOR TO
MAKE THE PAYMENTS REQUIRED BY SECTIONS 6.01 AND 6.02 (OR ANY OTHER PAYMENTS
REQUIRED UNDER APPLICABLE LAW OR OTHERWISE) SHALL IN ANY RESPECT LIMIT THE
OBLIGATIONS AND LIABILITIES OF ANY GUARANTOR OR GRANTOR WITH RESPECT TO ITS
OBLIGATIONS HEREUNDER, AND EACH GUARANTOR AND GRANTOR SHALL REMAIN LIABLE FOR
THE FULL AMOUNT OF THE OBLIGATIONS OF SUCH GUARANTOR OR GRANTOR HEREUNDER.
(B)
EACH GUARANTOR AND GRANTOR HEREBY AGREES THAT ALL INDEBTEDNESS AND OTHER
MONETARY OBLIGATIONS OWED BY IT TO ANY OTHER GUARANTOR, GRANTOR OR ANY OTHER
SUBSIDIARY SHALL BE FULLY SUBORDINATED TO THE PAYMENT IN FULL IN CASH OF THE
OBLIGATIONS.
ARTICLE VII
Miscellaneous
SECTION 7.01.
NOTICES.
ALL COMMUNICATIONS AND NOTICES HEREUNDER SHALL (EXCEPT
AS OTHERWISE EXPRESSLY PERMITTED HEREIN) BE GIVEN AS PROVIDED IN THE CREDIT
AGREEMENT.
ALL COMMUNICATIONS AND NOTICES HEREUNDER TO ANY SUBSIDIARY PARTY
SHALL BE GIVEN TO IT IN CARE OF THE BORROWER AS PROVIDED IN SECTION 10.01 OF THE
CREDIT AGREEMENT.
SECTION 7.02.
SECURITY INTEREST ABSOLUTE.
ALL RIGHTS OF THE COLLATERAL AGENT
HEREUNDER, THE SECURITY INTEREST, THE GRANT OF A SECURITY INTEREST IN THE
PLEDGED COLLATERAL AND ALL OBLIGATIONS OF EACH GRANTOR AND GUARANTOR HEREUNDER
SHALL BE ABSOLUTE AND UNCONDITIONAL IRRESPECTIVE OF (A) ANY LACK OF VALIDITY OR
ENFORCEABILITY OF THE CREDIT AGREEMENT, ANY OTHER LOAN DOCUMENT, ANY AGREEMENT
WITH RESPECT TO ANY OF THE OBLIGATIONS OR ANY OTHER AGREEMENT OR INSTRUMENT
RELATING TO ANY OF THE FOREGOING, (B) ANY CHANGE IN THE TIME, MANNER OR PLACE OF
PAYMENT OF, OR IN ANY OTHER TERM OF, ALL OR ANY OF THE OBLIGATIONS, OR ANY OTHER
AMENDMENT OR WAIVER OF OR ANY CONSENT TO ANY DEPARTURE FROM THE CREDIT
AGREEMENT, ANY OTHER LOAN DOCUMENT OR ANY OTHER AGREEMENT OR INSTRUMENT, (C) ANY
EXCHANGE, RELEASE OR NON-PERFECTION OF ANY LIEN ON OTHER COLLATERAL, OR ANY
RELEASE OR AMENDMENT OR WAIVER OF OR CONSENT UNDER OR DEPARTURE FROM ANY
GUARANTEE,
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SECURING OR GUARANTEEING ALL OR ANY OF THE OBLIGATIONS, OR (D) ANY OTHER
CIRCUMSTANCE THAT MIGHT OTHERWISE CONSTITUTE A DEFENSE AVAILABLE TO, OR A
DISCHARGE OF, ANY GRANTOR OR GUARANTOR IN RESPECT OF THE OBLIGATIONS OR THIS