ALL IN SUCH MANNER
AND AT SUCH TIME OR TIMES AS THE ADMINISTRATIVE AGENT MAY DEEM ADVISABLE.
THE
ADMINISTRATIVE AGENT SHALL HAVE NO DUTY AS TO THE COLLECTION OR PROTECTION OF
THE COLLATERAL OR ANY INCOME THEREFROM, THE PRESERVATION OF RIGHTS AGAINST PRIOR
PARTIES OR THE PRESERVATION OF ANY RIGHTS PERTAINING THERETO.
EACH OF THE
GRANTORS FURTHER WAIVES ANY AND ALL OTHER SURETYSHIP DEFENSES.
29
SECTION 8.04.
MARSHALLING.
NEITHER THE ADMINISTRATIVE AGENT NOR ANY LENDER
SHALL BE REQUIRED TO MARSHAL ANY PRESENT OR FUTURE COLLATERAL SECURITY
(INCLUDING THE COLLATERAL) FOR, OR OTHER ASSURANCES OF PAYMENT OF THE SECURED
OBLIGATIONS OR ANY OF THEM OR TO RESORT TO SUCH COLLATERAL SECURITY OR OTHER
ASSURANCES OF PAYMENT IN ANY PARTICULAR ORDER, AND ALL OF THE RIGHTS AND
REMEDIES OF THE ADMINISTRATIVE AGENT OR ANY LENDER HEREUNDER AND OF THE
ADMINISTRATIVE AGENT OR ANY LENDER IN RESPECT OF SUCH COLLATERAL SECURITY AND
OTHER ASSURANCES OF PAYMENT SHALL BE CUMULATIVE AND IN ADDITION TO ALL OTHER
RIGHTS AND REMEDIES, HOWEVER EXISTING OR ARISING.
TO THE EXTENT THAT IT
LAWFULLY MAY, EACH GRANTOR HEREBY AGREES THAT IT WILL NOT INVOKE ANY LAW
RELATING TO THE MARSHALLING OF COLLATERAL WHICH MIGHT CAUSE DELAY IN OR IMPEDE
THE ENFORCEMENT OF THE ADMINISTRATIVE AGENT'S RIGHTS AND REMEDIES UNDER THIS
AGREEMENT OR UNDER ANY OTHER INSTRUMENT CREATING OR EVIDENCING ANY OF THE
SECURED OBLIGATIONS OR UNDER WHICH ANY OF THE SECURED OBLIGATIONS IS OUTSTANDING
OR BY WHICH ANY OF THE SECURED OBLIGATIONS IS SECURED OR PAYMENT THEREOF IS
OTHERWISE ASSURED, AND, TO THE EXTENT THAT IT LAWFULLY MAY, EACH GRANTOR HEREBY
IRREVOCABLY WAIVES THE BENEFITS OF ALL SUCH LAWS.
SECTION 8.05.
SURVIVAL OF AGREEMENT.
ALL COVENANTS, AGREEMENTS,
REPRESENTATIONS AND WARRANTIES MADE BY THE GRANTORS HEREIN AND IN THE
CERTIFICATES OR OTHER INSTRUMENTS PREPARED OR DELIVERED IN CONNECTION WITH OR
PURSUANT TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT SHALL BE CONSIDERED TO
HAVE BEEN RELIED UPON BY THE ADMINISTRATIVE AGENT AND THE OTHER CREDIT PARTIES
AND SHALL SURVIVE THE EXECUTION AND DELIVERY OF THIS AGREEMENT AND THE OTHER
LOAN DOCUMENTS AND THE MAKING OF ANY LOANS, AND SHALL CONTINUE IN FULL FORCE AND
EFFECT AS LONG AS THE SECURED OBLIGATIONS ARE OUTSTANDING AND UNPAID, AND AS
LONG AS THE COMMITMENTS HAVE NOT EXPIRED OR TERMINATED.
SECTION 8.06.
BINDING EFFECT; SEVERAL AGREEMENT; ASSIGNMENTS.
WHENEVER IN THIS
AGREEMENT ANY OF THE PARTIES HERETO IS REFERRED TO, SUCH REFERENCE SHALL BE
DEEMED TO INCLUDE THE SUCCESSORS AND ASSIGNS OF SUCH PARTY (SUBJECT TO THE
PROVISIONS OF THE CREDIT AGREEMENT), AND ALL COVENANTS, PROMISES AND AGREEMENTS
BY OR ON BEHALF OF THE GRANTORS THAT ARE CONTAINED IN THIS AGREEMENT SHALL BIND
AND INURE TO THE BENEFIT OF EACH GRANTOR AND ITS RESPECTIVE SUCCESSORS AND
ASSIGNS.
THIS AGREEMENT SHALL BE BINDING UPON EACH GRANTOR AND THE
ADMINISTRATIVE AGENT AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, AND SHALL
INURE TO THE BENEFIT OF EACH GRANTOR, THE ADMINISTRATIVE AGENT AND THE OTHER
CREDIT PARTIES AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, EXCEPT THAT NO
GRANTOR SHALL HAVE