FINANCIAL ACCOMMODATIONS TO THE COMPANY, HAVE BEEN MADE BY ANY CREDITOR PARTY TO
INDUCE THE UNDERSIGNED TO ENTER INTO THIS GUARANTY AND (II) ANY EXTENSION OF
CREDIT TO THE COMPANY SHALL BE GOVERNED SOLELY BY THE PROVISIONS OF THE
DOCUMENTS.
THE LIABILITY OF EACH OF THE UNDERSIGNED UNDER THIS GUARANTY SHALL
BE ABSOLUTE AND UNCONDITIONAL, IN ACCORDANCE WITH ITS TERMS, AND SHALL REMAIN IN
FULL FORCE AND EFFECT WITHOUT REGARD TO, AND SHALL NOT BE RELEASED, SUSPENDED,
DISCHARGED, TERMINATED OR OTHERWISE AFFECTED BY, ANY CIRCUMSTANCE OR OCCURRENCE
WHATSOEVER, INCLUDING, WITHOUT LIMITATION: (A) ANY WAIVER, INDULGENCE, RENEWAL,
EXTENSION, AMENDMENT OR MODIFICATION OF OR ADDITION, CONSENT OR SUPPLEMENT TO OR
DELETION FROM OR ANY OTHER ACTION OR INACTION UNDER OR IN RESPECT OF THE
DOCUMENTS OR ANY OTHER INSTRUMENTS OR AGREEMENTS RELATING TO THE OBLIGATIONS OR
ANY ASSIGNMENT OR TRANSFER OF ANY THEREOF, (B) ANY LACK OF VALIDITY OR
ENFORCEABILITY OF ANY DOCUMENT OR OTHER DOCUMENTS, INSTRUMENTS OR AGREEMENTS
RELATING TO THE OBLIGATIONS OR ANY ASSIGNMENT OR TRANSFER OF ANY THEREOF,
(C) ANY FURNISHING OF ANY ADDITIONAL SECURITY TO THE CREDITOR PARTIES OR THEIR
ASSIGNEES OR ANY ACCEPTANCE THEREOF OR ANY RELEASE OF ANY SECURITY BY THE
CREDITOR PARTIES OR THEIR ASSIGNEES, (D) ANY LIMITATION ON ANY PARTY'S LIABILITY
OR OBLIGATION UNDER THE DOCUMENTS OR ANY OTHER DOCUMENTS, INSTRUMENTS OR
AGREEMENTS RELATING TO THE OBLIGATIONS OR ANY ASSIGNMENT OR TRANSFER OF ANY
THEREOF OR ANY INVALIDITY OR UNENFORCEABILITY,
2
IN WHOLE OR IN PART, OF ANY SUCH DOCUMENT, INSTRUMENT OR AGREEMENT OR ANY TERM
THEREOF, (E) ANY BANKRUPTCY, INSOLVENCY, REORGANIZATION, COMPOSITION,
ADJUSTMENT, DISSOLUTION, LIQUIDATION OR OTHER LIKE PROCEEDING RELATING TO THE
COMPANY, OR ANY ACTION TAKEN WITH RESPECT TO THIS GUARANTY BY ANY TRUSTEE OR
RECEIVER, OR BY ANY COURT, IN ANY SUCH PROCEEDING, WHETHER OR NOT THE
UNDERSIGNED SHALL HAVE NOTICE OR KNOWLEDGE OF ANY OF THE FOREGOING, (F) ANY
EXCHANGE, RELEASE OR NONPERFECTION OF ANY COLLATERAL, OR ANY RELEASE, OR
AMENDMENT OR WAIVER OF OR CONSENT TO DEPARTURE FROM ANY GUARANTY OR SECURITY,
FOR ALL OR ANY OF THE OBLIGATIONS OR (G) ANY OTHER CIRCUMSTANCE WHICH MIGHT
OTHERWISE CONSTITUTE A DEFENSE AVAILABLE TO, OR A DISCHARGE OF, THE
UNDERSIGNED.
ANY AMOUNTS DUE FROM THE UNDERSIGNED TO THE CREDITOR PARTIES SHALL
BEAR INTEREST UNTIL SUCH AMOUNTS ARE PAID IN FULL AT THE HIGHEST RATE THEN
APPLICABLE TO THE OBLIGATIONS.
OBLIGATIONS INCLUDE POST-PETITION INTEREST
WHETHER OR NOT ALLOWED OR ALLOWABLE.
WAIVERS.
THIS GUARANTY IS A GUARANTY OF PAYMENT AND NOT OF COLLECTION.
THE CREDITOR
PARTIES SHALL BE UNDER NO OBLIGATION TO INSTITUTE SUIT, EXERCISE RIGHTS OR
REMEDIES OR TAKE ANY OTHER ACTION AGAINST THE COMPANY OR ANY OTHER PERSON OR
ENTITY LIABLE WITH RESPECT TO ANY OF THE OBLIGATIONS OR RESORT TO ANY COLLATERAL
SECURITY HELD BY IT TO SECURE ANY OF THE OBLIGATIONS AS A CONDITION PRECEDENT TO
THE UNDERSIGNED BEING OBLIGATED TO PERFORM AS AGREED HEREIN AND EACH OF THE
GUARANTORS HEREBY WAIVES ANY AND ALL RIGHTS WHICH IT MAY HAVE BY STATUTE OR
OTHERWISE WHICH WOULD REQUIRE THE