TERMS HEREOF AND OF ANY OTHER AGREEMENT, DOCUMENT, INSTRUMENT OR OTHER
WRITING TO BE DELIVERED BY BORROWERS IN CONNECTION HEREWITH.
4.05
DELIVERY OF OTHER DOCUMENTS.
AGENT SHALL HAVE RECEIVED ALL SUCH OTHER
INSTRUMENTS, DOCUMENTS AND AGREEMENTS AS AGENT MAY REASONABLY REQUEST, IN FORM
AND SUBSTANCE REASONABLY SATISFACTORY TO AGENT.
SECTION 5.
MISCELLANEOUS.
5.01
CONTINUING EFFECT.
EXCEPT AS SPECIFICALLY PROVIDED HEREIN, THE CREDIT
AGREEMENT AND THE OTHER LOAN DOCUMENTS SHALL REMAIN IN FULL FORCE AND EFFECT IN
ACCORDANCE WITH THEIR RESPECTIVE TERMS AND ARE HEREBY RATIFIED AND CONFIRMED IN
ALL RESPECTS.
5.02
NO WAIVER; RESERVATION OF RIGHTS.
THIS SECOND AMENDMENT IS LIMITED AS
SPECIFIED AND THE EXECUTION, DELIVERY AND EFFECTIVENESS OF THIS SECOND AMENDMENT
SHALL NOT OPERATE AS A MODIFICATION, ACCEPTANCE OR WAIVER OF ANY PROVISION OF
THE CREDIT AGREEMENT, OR ANY OTHER LOAN DOCUMENT, EXCEPT AS SPECIFICALLY SET
FORTH HEREIN.
NOTWITHSTANDING ANYTHING CONTAINED IN THIS SECOND AMENDMENT TO
THE CONTRARY, AGENT AND THE LENDERS EXPRESSLY RESERVE THE RIGHT TO EXERCISE ANY
AND ALL OF THEIR RIGHTS AND REMEDIES UNDER THE CREDIT AGREEMENT, ANY OTHER LOAN
DOCUMENT AND APPLICABLE LAW IN RESPECT OF ANY DEFAULT OR EVENT OF DEFAULT.
5.03
REFERENCES.
(A)
FROM AND AFTER THE EFFECTIVE DATE, (I) THE CREDIT AGREEMENT, THE
OTHER LOAN DOCUMENTS AND ALL AGREEMENTS, INSTRUMENTS AND DOCUMENTS EXECUTED AND
DELIVERED IN CONNECTION WITH ANY OF THE FOREGOING SHALL EACH BE DEEMED AMENDED
HEREBY TO THE EXTENT NECESSARY, IF ANY, TO GIVE EFFECT TO THE PROVISIONS OF THIS
SECOND AMENDMENT AND (II) ALL OF THE TERMS AND PROVISIONS OF THIS SECOND
AMENDMENT ARE HEREBY INCORPORATED BY REFERENCE INTO THE CREDIT AGREEMENT, AS
APPLICABLE, AS IF SUCH TERMS AND PROVISIONS WERE SET FORTH IN FULL THEREIN, AS
APPLICABLE.
(B)
FROM AND AFTER THE EFFECTIVE DATE, (I) ALL REFERENCES IN THE
CREDIT AGREEMENT TO "THIS AGREEMENT", "HERETO", "HEREOF", "HEREUNDER" OR WORDS
OF LIKE IMPORT REFERRING TO THE CREDIT AGREEMENT SHALL MEAN THE CREDIT AGREEMENT
AS AMENDED HEREBY AND (II) ALL REFERENCES IN THE CREDIT AGREEMENT, THE OTHER
LOAN DOCUMENTS OR ANY OTHER AGREEMENT, INSTRUMENT OR DOCUMENT EXECUTED AND
DELIVERED IN CONNECTION THEREWITH TO
"CREDIT AGREEMENT", "THERETO", "THEREOF",
"THEREUNDER" OR WORDS OF LIKE IMPORT REFERRING TO THE CREDIT AGREEMENT SHALL
MEAN THE CREDIT AGREEMENT AS AMENDED HEREBY.
3
5.04
GOVERNING LAW.
THIS SECOND AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED
IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
5.05
SEVERABILITY.
THE PROVISIONS OF THIS SECOND AMENDMENT ARE SEVERABLE, AND
IF ANY CLAUSE OR PROVISION SHALL BE HELD INVALID OR UNENFORCEABLE IN WHOLE OR IN
PART IN ANY JURISDICTION, THEN SUCH INVALIDITY OR UNENFORCEABILITY SHALL AFFECT
ONLY SUCH CLAUSE OR PROVISION, OR PART THEREOF, IN SUCH JURISDICTION AND SHALL
NOT IN ANY MANNER AFFECT SUCH CLAUSE OR PROVISION IN ANY OTHER JURISDICTION, OR
ANY OTHER CLAUSE OR PROVISION IN THIS SECOND AMENDMENT IN ANY JURISDICTION.
5.06
COUNTERPARTS.
THIS SECOND AMENDMENT MAY BE EXECUTED IN ANY NUMBER OF
COUNTERPARTS, EACH OF WHICH COUNTERPARTS WHEN EXECUTED AND DELIVERED SHALL BE AN
ORIGINAL, BUT ALL OF WHICH SHALL TOGETHER CONSTITUTE