THE OTHER LOAN DOCUMENTS
OBLIGATIONS (OTHER THAN UNASSERTED CONTINGENT AND INDEMNIFICATION OBLIGATIONS),
TERMINATION OF ALL COMMITMENTS, THE ADMINISTRATIVE AGENT IS AUTHORIZED TO
RELEASE ALL OF THE LIENS CREATED, AND ALL THE GUARANTEES MADE, UNDER THE LOAN
DOCUMENTS;
(B)
UPON ANY SALE OR OTHER DISPOSITION OF COLLATERAL PERMITTED HEREUNDER, OR
CONSUMMATION OF ANY TRANSACTION PERMITTED HEREUNDER AS A RESULT OF WHICH ANY
GUARANTOR (OTHER THAN SSCE OR SSCC) CEASES TO BE A SUBSIDIARY OF SSCC, THE
ADMINISTRATIVE AGENT IS AUTHORIZED TO RELEASE SUCH LIENS THAT RELATE SOLELY TO
THE COLLATERAL SOLD OR OTHERWISE DISPOSED AND THE GUARANTEE MADE BY SUCH
GUARANTOR UNDER THE LOAN DOCUMENTS;
(C)
UPON CONSENT BY THE REQUIRED LENDERS, THE ADMINISTRATIVE AGENT IS
AUTHORIZED TO RELEASE SUCH LIENS ON ANY PART OF THE COLLATERAL WHICH RELEASE
DOES NOT REQUIRE THE CONSENT OF ALL OF THE LENDERS AS SET FORTH IN SECTION 9.08;
AND
(D)
AS REQUIRED BY THE INTERCREDITOR AGREEMENT IN CONNECTION WITH SALES OF
REVOLVING FACILITY COLLATERAL;
provided, however, that (i) the Administrative Agent shall not be required to
execute any such document on terms which, in its opinion, would expose it to
liability or create any obligation or entail any consequence other than the
release of such Liens without recourse or warranty, and (ii) such release shall
not in any manner discharge, affect or impair the Obligations or any Liens upon
(or obligations of SSCC or any of the Subsidiaries in respect of) all interests
retained by SSCC or any of the Subsidiaries.
Any execution and delivery by the
Administrative Agent of any document evidencing such release shall be without
recourse or warranty by the Administrative Agent.
SECTION 9.10. ENTIRE AGREEMENT.
THIS AGREEMENT, THE OTHER LOAN DOCUMENTS AND
ANY SEPARATE FEE LETTER AGREEMENTS WITH RESPECT TO FEES PAYABLE TO THE ARRANGERS
OR THE ADMINISTRATIVE AGENT CONSTITUTE THE ENTIRE CONTRACT BETWEEN THE PARTIES
117
RELATIVE TO THE SUBJECT MATTER HEREOF.
ANY PREVIOUS AGREEMENT AMONG THE PARTIES
WITH RESPECT TO THE SUBJECT MATTER HEREOF IS SUPERSEDED BY THIS AGREEMENT AND
THE OTHER LOAN DOCUMENTS.
NOTHING IN THIS AGREEMENT OR IN THE OTHER LOAN
DOCUMENTS, EXPRESSED OR IMPLIED, IS INTENDED TO CONFER UPON ANY PERSON OTHER
THAN THE PARTIES HERETO AND THERETO (AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS
PERMITTED HEREBY AND EACH OTHER PERSON THAT IS AN INDEMNITEE) ANY RIGHTS,
REMEDIES, OBLIGATIONS OR LIABILITIES UNDER OR BY REASON OF THIS AGREEMENT OR THE
OTHER LOAN DOCUMENTS.
SECTION 9.11. WAIVER OF JURY TRIAL.
EACH PARTY HERETO HEREBY WAIVES, TO THE
FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY
JURY IN RESPECT OF ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF,
UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS OR
THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY
OTHER THEORY).
EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR
ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH
OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO