NOTICE FROM AN OTHER CREDITOR) TO
THE CONTRARY, THE COLLATERAL AGENT, IN ACTING HEREUNDER, SHALL BE ENTITLED TO
ASSUME THAT NO US HEDGE AGREEMENTS ARE IN EXISTENCE.
(G)
IT IS UNDERSTOOD AND AGREED THAT EACH OF THE ASSIGNORS SHALL REMAIN LIABLE
FOR ITS OBLIGATIONS TO THE EXTENT OF ANY DEFICIENCY BETWEEN THE AMOUNT OF THE
PROCEEDS OF THE COLLATERAL HEREUNDER AND THE AGGREGATE AMOUNT OF THE SUMS
REFERRED TO IN CLAUSE (A) OF THIS SECTION WITH RESPECT TO THE RELEVANT ASSIGNOR.
(H)
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT OR IN
ANY OTHER SECURITY DOCUMENT, (I) THE SECOND LIEN CREDITORS, BY ACCEPTING THE
BENEFITS OF THIS AGREEMENT AND THE US PLEDGE AGREEMENT, HEREBY EXPRESSLY
ACKNOWLEDGE AND AGREE THAT THEY SHALL NOT BE ENTITLED TO RECEIVE ANY APPLICATION
PURSUANT TO SECTION 9.4(A) HEREOF IN RESPECT OF ANY SECOND LIEN EXCLUDED
COLLATERAL, AND (II) THE NOTE LENDER CREDITORS, BY ACCEPTING THE BENEFITS OF
THIS AGREEMENT AND THE US PLEDGE AGREEMENT, HEREBY EXPRESSLY AGREE THAT THEY
SHALL NOT BE ENTITLED TO RECEIVE ANY APPLICATION PURSUANT TO SECTION 9.4(A)
HEREOF OR THE AMENDED AND RESTATED INTERCREDITOR AGREEMENT IN RESPECT OF ANY
ADDITIONAL SENIOR SECURED NOTES EXCLUDED COLLATERAL.
26
9.5.
REMEDIES CUMULATIVE.
EACH AND EVERY RIGHT, POWER AND REMEDY HEREBY
SPECIFICALLY GIVEN TO THE COLLATERAL AGENT SHALL BE IN ADDITION TO EVERY OTHER
RIGHT, POWER AND REMEDY SPECIFICALLY GIVEN UNDER THIS AGREEMENT, THE OTHER
SECURED DEBT AGREEMENTS NOW OR HEREAFTER EXISTING AT LAW, IN EQUITY OR BY
STATUTE AND EACH AND EVERY RIGHT, POWER AND REMEDY WHETHER SPECIFICALLY HEREIN
GIVEN OR OTHERWISE EXISTING MAY BE EXERCISED FROM TIME TO TIME OR SIMULTANEOUSLY
AND AS OFTEN AND IN SUCH ORDER AS MAY BE DEEMED EXPEDIENT BY THE COLLATERAL
AGENT. ALL SUCH RIGHTS, POWERS AND REMEDIES SHALL BE CUMULATIVE AND THE EXERCISE
OR THE BEGINNING OF THE EXERCISE OF ONE SHALL NOT BE DEEMED A WAIVER OF THE
RIGHT TO EXERCISE ANY OTHER OR OTHERS. NO DELAY OR OMISSION OF THE COLLATERAL
AGENT IN THE EXERCISE OF ANY SUCH RIGHT, POWER OR REMEDY AND NO RENEWAL OR
EXTENSION OF ANY OF THE OBLIGATIONS SHALL IMPAIR ANY SUCH RIGHT, POWER OR REMEDY
OR SHALL BE CONSTRUED TO BE A WAIVER OF ANY DEFAULT OR EVENT OF DEFAULT OR AN
ACQUIESCENCE THEREIN. NO NOTICE TO OR DEMAND ON ANY ASSIGNOR IN ANY CASE SHALL
ENTITLE IT TO ANY OTHER OR FURTHER NOTICE OR DEMAND IN SIMILAR OR OTHER
CIRCUMSTANCES OR CONSTITUTE A WAIVER OF ANY OF THE RIGHTS OF THE COLLATERAL
AGENT TO ANY OTHER OR FURTHER ACTION IN ANY CIRCUMSTANCES WITHOUT NOTICE OR
DEMAND. IN THE EVENT THAT THE COLLATERAL AGENT SHALL BRING ANY SUIT TO ENFORCE
ANY OF ITS RIGHTS HEREUNDER AND SHALL BE ENTITLED TO JUDGMENT, THEN IN SUCH SUIT
THE COLLATERAL AGENT MAY RECOVER EXPENSES, INCLUDING ATTORNEYS' FEES, AND THE
AMOUNTS THEREOF SHALL BE INCLUDED IN SUCH JUDGMENT.
9.6.
DISCONTINUANCE OF PROCEEDINGS.
IN CASE THE COLLATERAL AGENT SHALL HAVE
INSTITUTED ANY PROCEEDING TO ENFORCE ANY RIGHT, POWER OR REMEDY UNDER THIS
AGREEMENT