OF THE OBLIGATIONS SHALL IMPAIR
ANY SUCH RIGHT, POWER OR
23
REMEDY OR SHALL BE CONSTRUED TO BE A WAIVER OF ANY EVENT OF DEFAULT OR AN
ACQUIESCENCE THEREIN.
NO NOTICE TO OR DEMAND ON ANY ASSIGNOR IN ANY CASE SHALL
ENTITLE IT TO ANY OTHER OR FURTHER NOTICE OR DEMAND IN SIMILAR OR OTHER
CIRCUMSTANCES OR CONSTITUTE A WAIVER OF ANY OF THE RIGHTS OF THE COLLATERAL
AGENT TO ANY OTHER OR FURTHER ACTION IN ANY CIRCUMSTANCES WITHOUT NOTICE OR
DEMAND.
IN THE EVENT THAT THE COLLATERAL AGENT SHALL BRING ANY SUIT TO ENFORCE
ANY OF ITS RIGHTS HEREUNDER AND SHALL BE ENTITLED TO JUDGMENT, THEN IN SUCH SUIT
THE COLLATERAL AGENT MAY RECOVER EXPENSES, INCLUDING ATTORNEYS' FEES, AND THE
AMOUNTS THEREOF SHALL BE INCLUDED IN SUCH JUDGMENT.
SECTION 8.6.
DISCONTINUANCE OF PROCEEDINGS.
IN CASE THE COLLATERAL
AGENT SHALL HAVE INSTITUTED ANY PROCEEDING TO ENFORCE ANY RIGHT, POWER OR REMEDY
UNDER THIS AGREEMENT BY FORECLOSURE, SALE, ENTRY OR OTHERWISE, AND SUCH
PROCEEDING SHALL HAVE BEEN DISCONTINUED OR ABANDONED FOR ANY REASON OR SHALL
HAVE BEEN DETERMINED ADVERSELY TO THE COLLATERAL AGENT, THEN AND IN EVERY SUCH
CASE THE RELEVANT ASSIGNOR, THE COLLATERAL AGENT AND EACH HOLDER OF ANY OF THE
OBLIGATIONS SHALL BE RESTORED TO THEIR FORMER POSITIONS AND RIGHTS HEREUNDER
WITH RESPECT TO THE COLLATERAL SUBJECT TO THE SECURITY INTERESTS CREATED UNDER
THIS AGREEMENT, AND ALL RIGHTS, REMEDIES AND POWERS OF THE COLLATERAL AGENT
SHALL CONTINUE AS IF NO SUCH PROCEEDING HAD BEEN INSTITUTED.
ARTICLE IX
INDEMNITY
SECTION 9.1.
INDEMNITY.
(A) EACH ASSIGNOR, JOINTLY AND SEVERALLY,
AGREES TO PAY, INDEMNIFY, REIMBURSE AND HOLD THE COLLATERAL AGENT, EACH SECURED
PARTY AND EACH SECURED PARTY'S RESPECTIVE SUCCESSORS, ASSIGNS, EMPLOYEES, AGENTS
AND SERVANTS (HEREINAFTER IN THIS SECTION 9.1 REFERRED TO INDIVIDUALLY AS
"INDEMNITEE," AND COLLECTIVELY AS "INDEMNITEES") HARMLESS FROM AND AGAINST ANY
AND ALL LIABILITIES, OBLIGATIONS, LOSSES, DAMAGES, INJURIES, PENALTIES, CLAIMS,
DEMANDS, ACTIONS, SUITS, JUDGMENTS AND ANY AND ALL COSTS, EXPENSES OR
DISBURSEMENTS (INCLUDING REASONABLE ATTORNEYS' FEES AND EXPENSES) (FOR THE
PURPOSES OF THIS SECTION 9.1 THE FOREGOING ARE COLLECTIVELY CALLED "EXPENSES")
OF WHATSOEVER KIND AND NATURE IMPOSED ON, ASSERTED AGAINST OR INCURRED BY ANY OF
THE INDEMNITEES IN ANY WAY RELATING TO OR ARISING OUT OF THIS AGREEMENT, ANY
OTHER LOAN DOCUMENT, THE SENIOR SECURED NOTES INDENTURE, THE SENIOR SECURED
NOTES OR ANY OTHER DOCUMENT EXECUTED IN CONNECTION HEREWITH OR THEREWITH OR IN
ANY OTHER WAY CONNECTED WITH THE ADMINISTRATION OF THE TRANSACTIONS CONTEMPLATED
HEREBY OR THEREBY OR THE ENFORCEMENT OF ANY OF THE TERMS OF, OR THE PRESERVATION
OF ANY RIGHTS THEREOF, OR IN ANY WAY RELATING TO OR ARISING OUT OF THE
MANUFACTURE, OWNERSHIP, ORDERING, PURCHASE, DELIVERY, CONTROL, ACCEPTANCE,
LEASE, FINANCING, POSSESSION, OPERATION, CONDITION, SALE, RETURN OR OTHER
DISPOSITION, OR USE OF THE COLLATERAL (INCLUDING, WITHOUT LIMITATION, LATENT OR
OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE), ANY CONTRACT CLAIM OR, TO THE
MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE VIOLATION OF THE LAWS OF ANY
COUNTRY, STATE OR OTHER GOVERNMENTAL BODY OR UNIT, OR ANY TORT (INCLUDING,
WITHOUT