TIMES IN RESPECT OF ANY DEFAULT BY ANY BORROWER IN THE PERFORMANCE OR
SATISFACTION OF ANY TERM, COVENANT, CONDITION OR PROVISION OF THIS AGREEMENT,
ANY AND ALL OTHER INDULGENCES WHATSOEVER BY AGENTS OR LENDERS IN RESPECT OF ANY
OF THE OBLIGATIONS, AND THE TAKING, ADDITION, SUBSTITUTION OR RELEASE, IN WHOLE
OR IN PART, AT ANY TIME OR TIMES, OF ANY SECURITY FOR ANY OF THE OBLIGATIONS OR
THE ADDITION, SUBSTITUTION OR RELEASE, IN WHOLE OR IN PART, OF ANY BORROWER.
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 ANY AGENT OR
LENDER WITH RESPECT TO THE FAILURE BY ANY BORROWER TO COMPLY WITH ANY OF ITS
RESPECTIVE OBLIGATIONS, 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 SECTION 2.15 AFFORD GROUNDS FOR TERMINATING, DISCHARGING OR RELIEVING
ANY BORROWER, IN WHOLE OR IN PART, FROM ANY OF ITS OBLIGATIONS UNDER THIS
SECTION 2.15, IT BEING THE INTENTION OF EACH BORROWER THAT, SO LONG AS ANY OF
THE OBLIGATIONS HEREUNDER REMAIN UNSATISFIED, THE OBLIGATIONS OF EACH BORROWER
UNDER THIS SECTION 2.15 SHALL NOT BE DISCHARGED EXCEPT BY PERFORMANCE AND THEN
ONLY TO THE EXTENT OF SUCH PERFORMANCE.
THE OBLIGATIONS OF EACH BORROWER UNDER
THIS SECTION 2.15 SHALL NOT BE DIMINISHED OR RENDERED UNENFORCEABLE BY ANY
WINDING UP, REORGANIZATION, ARRANGEMENT, LIQUIDATION, RECONSTRUCTION OR SIMILAR
PROCEEDING WITH RESPECT TO ANY BORROWER OR ANY AGENT OR LENDER; IT BEING
UNDERSTOOD THAT OTHER PERSONS MAY ALSO BECOME LIABLE FOR THE OBLIGATIONS IN
CONNECTION WITH MERGERS, CONSOLIDATIONS OR OTHER CORPORATE REORGANIZATIONS.
(F)
EACH BORROWER REPRESENTS AND WARRANTS TO
AGENTS AND LENDERS THAT SUCH BORROWER IS CURRENTLY INFORMED OF THE FINANCIAL
CONDITION OF BORROWERS AND OF ALL OTHER CIRCUMSTANCES WHICH A DILIGENT INQUIRY
WOULD REVEAL AND WHICH BEAR UPON THE RISK OF NONPAYMENT OF THE OBLIGATIONS.
EACH BORROWER FURTHER REPRESENTS AND WARRANTS TO AGENTS AND LENDERS THAT SUCH
BORROWER HAS READ AND UNDERSTANDS THE TERMS AND CONDITIONS OF THE LOAN
DOCUMENTS.
EACH BORROWER HEREBY COVENANTS THAT SUCH BORROWER WILL CONTINUE TO
KEEP INFORMED OF BORROWERS' FINANCIAL CONDITION, THE FINANCIAL CONDITION OF
GUARANTORS, IF ANY, AND OF ALL OTHER CIRCUMSTANCES WHICH BEAR UPON THE RISK OF
NONPAYMENT OR NONPERFORMANCE OF THE OBLIGATIONS.
(G)
THE PROVISIONS OF THIS SECTION 2.15 ARE MADE
FOR THE BENEFIT OF AGENTS, LENDERS AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS,
AND MAY BE ENFORCED BY IT OR THEM FROM TIME TO TIME AGAINST ANY OR ALL BORROWERS
AS OFTEN AS OCCASION THEREFOR MAY ARISE AND WITHOUT REQUIREMENT ON THE PART OF
ANY SUCH AGENT, LENDER, SUCCESSOR OR ASSIGN FIRST TO MARSHAL ANY OF ITS OR THEIR
CLAIMS OR TO EXERCISE ANY OF ITS OR THEIR RIGHTS AGAINST ANY BORROWER OR TO
EXHAUST ANY REMEDIES AVAILABLE TO IT OR THEM AGAINST ANY BORROWER OR TO RESORT
TO ANY OTHER SOURCE OR MEANS OF