AGREEMENTS MAY FROM TIME TO TIME BE MODIFIED BY SUCH OTHER OBLIGOR, AGENT AND
THE LENDERS (IN ACCORDANCE WITH THE FINANCING AGREEMENTS) FOR THE PURPOSE OF
ADDING ANY REQUIREMENTS THERETO OR CHANGING IN ANY MANNER THE RIGHTS AND
OBLIGATIONS OF SUCH OTHER OBLIGOR, AGENT OR THE LENDERS THEREUNDER; (III) THE
MANNER, PLACE, OR TERMS FOR PAYMENT OF SENIOR DEBT OR ANY PORTION THEREOF MAY BE
ALTERED OR THE TERMS FOR PAYMENT EXTENDED, OR THE SENIOR DEBT MAY BE RENEWED IN
WHOLE OR IN PART; (IV) THE MATURITY OF THE SENIOR DEBT MAY BE ACCELERATED IN
ACCORDANCE WITH THE TERMS OF ANY PRESENT OR FUTURE AGREEMENT BY ANY
5
OTHER OBLIGOR, AGENT AND THE LENDERS (IN ACCORDANCE WITH THE FINANCING
AGREEMENTS); (V) ANY COLLATERAL MAY BE SOLD, EXCHANGED, RELEASED, OR SUBSTITUTED
AND ANY LIEN IN FAVOR OF AGENT OR ANY LENDER MAY BE TERMINATED, SUBORDINATED, OR
FAIL TO BE PERFECTED OR BECOME UNPERFECTED; (VI) ANY PERSON LIABLE IN ANY MANNER
FOR SENIOR DEBT MAY BE DISCHARGED, RELEASED, OR SUBSTITUTED; AND (VII) ALL OTHER
RIGHTS AGAINST THE OTHER OBLIGORS, ANY OTHER PERSON, OR WITH RESPECT TO ANY
COLLATERAL MAY BE EXERCISED (OR AGENT OR ANY LENDER MAY WAIVE OR REFRAIN FROM
EXERCISING SUCH RIGHTS IN ACCORDANCE WITH THE FINANCING AGREEMENTS).
(F)
RIGHTS OF AGENT AND THE LENDERS NOT TO BE IMPAIRED.
NO RIGHT OF
AGENT OR ANY LENDER TO ENFORCE THE SUBORDINATION PROVIDED FOR HEREIN OR TO
EXERCISE ITS OTHER RIGHTS HEREUNDER SHALL AT ANY TIME IN ANY WAY BE PREJUDICED
OR IMPAIRED BY ANY ACT OR FAILURE TO ACT BY ANY OTHER OBLIGOR, AGENT OR ANY
LENDER HEREUNDER OR UNDER OR IN CONNECTION WITH THE OTHER FINANCING AGREEMENTS
OR BY ANY NONCOMPLIANCE BY THE OTHER OBLIGORS WITH THE TERM AND PROVISIONS AND
COVENANTS HEREIN OR IN ANY OTHER LOAN DOCUMENT, REGARDLESS OF ANY KNOWLEDGE
THEREOF AGENT OR ANY LENDER MAY HAVE OR OTHERWISE BE CHARGED WITH.
(G)
FINANCIAL CONDITION OF THE OBLIGORS.
EXCEPT AS PROVIDED UNDER THE
LOAN AGREEMENT, EACH OBLIGOR SHALL NOT HAVE ANY RIGHT TO REQUIRE AGENT OR ANY
LENDER TO OBTAIN OR DISCLOSE ANY INFORMATION WITH RESPECT TO:
(I) THE FINANCIAL
CONDITION OR CHARACTER OF ANY OTHER OBLIGOR OR THE ABILITY OF THE OTHER OBLIGORS
TO PAY AND PERFORM SENIOR DEBT; (II) THE SENIOR DEBT; (III) THE COLLATERAL OR
OTHER SECURITY FOR ANY OR ALL OF THE SENIOR DEBT; (IV) THE EXISTENCE OR
NONEXISTENCE OF ANY GUARANTEES OF, OR ANY OTHER SUBORDINATION AGREEMENTS WITH
RESPECT TO, ALL OR ANY PART OF THE SENIOR DEBT; (V) ANY ACTION OR INACTION ON
THE PART OF AGENT, ANY LENDER OR ANY OTHER PERSON; OR (VI) ANY OTHER MATTER,
FACT, OR OCCURRENCE WHATSOEVER.
(H)
ACQUISITION OF LIENS OR GUARANTEES.
EACH OBLIGOR SHALL NOT,
WITHOUT THE PRIOR CONSENT OF AGENT, ACQUIRE ANY RIGHT OR INTEREST IN OR TO ANY
COLLATERAL NOT OWNED BY SUCH OBLIGOR OR ACCEPT ANY GUARANTIES FOR THE
SUBORDINATED DEBT.
SECTION 9.
SUBROGATION.
(A)
SUBROGATION.
UNTIL THE PAYMENT AND PERFORMANCE IN FULL IN CASH OF
ALL SENIOR DEBT, EACH