EACH BE RESPONSIBLE
FOR KEEPING THEMSELVES INFORMED OF (I) THE FINANCIAL CONDITION OF THE OBLIGORS
AND ALL OTHER ALL ENDORSERS, OBLIGORS AND/OR GUARANTORS OF THE OBLIGATIONS AND
(II) ALL OTHER CIRCUMSTANCES BEARING UPON THE RISK OF NONPAYMENT OF THE
OBLIGATIONS.
NO SECURED CREDITOR SHALL HAVE ANY DUTY TO ADVISE ANY OTHER
SECURED CREDITOR OF INFORMATION KNOWN TO IT REGARDING SUCH CONDITION OR ANY SUCH
OTHER CIRCUMSTANCES.
NO SECURED CREDITOR ASSUMES ANY LIABILITY TO ANY OTHER
SECURED CREDITOR OR TO ANY OTHER PERSON WITH RESPECT TO:
(A) THE FINANCIAL OR
OTHER CONDITION OF OBLIGORS UNDER ANY INSTRUMENTS OF GUARANTEE WITH RESPECT TO
THE OBLIGATIONS, (B) THE ENFORCEABILITY, VALIDITY, VALUE OR COLLECTIBILITY OF
THE OBLIGATIONS, ANY COLLATERAL THEREFOR, OR ANY GUARANTEE OR SECURITY WHICH MAY
HAVE BEEN GRANTED IN CONNECTION WITH ANY OF THE OBLIGATIONS OR (C) ANY OBLIGOR'S
TITLE OR RIGHT TO TRANSFER ANY COLLATERAL OR SECURITY.
8.14
WAIVER OF CLAIMS.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH
PARTY HERETO WAIVES ANY CLAIM IT MIGHT HAVE AGAINST THE ANY SECURED CREDITOR
WITH RESPECT TO, OR ARISING OUT OF, ANY ACTION OR FAILURE TO ACT OR ANY ERROR OF
JUDGMENT, NEGLIGENCE, OR MISTAKE OR OVERSIGHT WHATSOEVER ON THE PART OF THE ANY
PARTY HERETO OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS WITH
RESPECT TO ANY EXERCISE OF RIGHTS OR REMEDIES UNDER THE DOCUMENTS OR ANY
TRANSACTION RELATING TO THE COLLATERAL.
NONE OF THE SECURED CREDITORS, NOR ANY
OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS SHALL BE LIABLE FOR
FAILURE TO DEMAND, COLLECT OR REALIZE UPON ANY OF THE COLLATERAL OR FOR ANY
DELAY IN DOING SO OR, EXCEPT AS SPECIFICALLY PROVIDED HEREIN, SHALL BE UNDER ANY
OBLIGATION TO SELL OR OTHERWISE DISPOSE OF ANY COLLATERAL UPON THE REQUEST OF
ANY OBLIGOR OR ANY SECURED CREDITOR OR ANY OTHER PERSON OR TO TAKE ANY OTHER
ACTION WHATSOEVER WITH REGARD TO THE COLLATERAL OR ANY PART THEREOF.
8.15
CONFLICTS.
IN THE EVENT OF ANY CONFLICT BETWEEN THE PROVISIONS OF
THIS AGREEMENT AND THE PROVISIONS OF THE DOCUMENTS, THE PROVISIONS OF THIS
AGREEMENT SHALL GOVERN.
8.16
BANKRUPTCY. THIS AGREEMENT SHALL BE APPLICABLE BOTH BEFORE AND AFTER
THE FILING OF ANY PETITION BY OR AGAINST ANY OBLIGOR UNDER THE BANKRUPTCY CODE
OR ANY OTHER INSOLVENCY PROCEEDING AND ALL CONVERTED OR SUCCEEDING CASES IN
RESPECT THEREOF, AND ALL REFERENCES HEREIN TO ANY OBLIGOR SHALL BE DEEMED TO
APPLY TO THE TRUSTEE FOR SUCH OBLIGOR AND SUCH OBLIGOR AS A
DEBTOR-IN-POSSESSION.
THE RELATIVE RIGHTS OF THE FIRST LIEN CREDITORS AND THE
SECOND LIEN CREDITORS IN OR TO ANY DISTRIBUTIONS FROM OR IN RESPECT OF ANY
COLLATERAL OR PROCEEDS OF COLLATERAL SHALL CONTINUE AFTER THE FILING OF SUCH
PETITION ON THE SAME BASIS AS PRIOR TO THE DATE OF SUCH FILING, SUBJECT TO ANY
COURT ORDER APPROVING THE FINANCING OF, OR USE OF CASH COLLATERAL BY, ANY
OBLIGOR AS DEBTOR-IN-POSSESSION.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by their respective officers thereunto duly authorized as of the day and