IN AN AMOUNT EQUAL TO
THE DOLLAR AMOUNT (AS OF THE DATE OF PAYMENT) OF SUCH PAYMENT DUE, IT BEING THE
INTENTION OF THE PARTIES HERETO THAT EACH GUARANTOR TAKES ALL RISKS OF THE
IMPOSITION OF ANY SUCH CURRENCY CONTROL OR EXCHANGE REGULATIONS.
SECTION 5.
GENERAL WAIVERS; ADDITIONAL WAIVERS.
(A)
GENERAL WAIVERS.
EACH OF THE GUARANTORS IRREVOCABLY WAIVES
ACCEPTANCE HEREOF, PRESENTMENT, DEMAND OR ACTION ON DELINQUENCY, PROTEST, THE
BENEFIT OF ANY STATUTES OF LIMITATIONS AND, TO THE FULLEST EXTENT PERMITTED BY
LAW, ANY NOTICE NOT PROVIDED FOR HEREIN OR UNDER THE OTHER LOAN DOCUMENTS, AS
WELL AS ANY REQUIREMENT THAT AT ANY TIME ANY ACTION BE TAKEN BY ANY PERSON
AGAINST THE BORROWER, ANY OTHER GUARANTOR OF THE GUARANTEED OBLIGATIONS, OR ANY
OTHER PERSON.
(B)
ADDITIONAL WAIVERS.
NOTWITHSTANDING ANYTHING HEREIN TO THE
CONTRARY, EACH OF THE GUARANTORS HEREBY ABSOLUTELY, UNCONDITIONALLY, KNOWINGLY,
AND EXPRESSLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW:
(I)
ANY RIGHT IT MAY HAVE TO REVOKE THIS GUARANTY AS TO FUTURE
INDEBTEDNESS OR NOTICE OF ACCEPTANCE HEREOF;
(II)
(1) NOTICE OF ACCEPTANCE HEREOF; (2) NOTICE OF ANY LOANS, LETTERS
OF CREDIT OR OTHER FINANCIAL ACCOMMODATIONS MADE OR EXTENDED UNDER THE LOAN
DOCUMENTS OR THE CREATION OR EXISTENCE OF ANY GUARANTEED OBLIGATIONS; (3) NOTICE
OF THE AMOUNT OF THE GUARANTEED OBLIGATIONS, SUBJECT, HOWEVER, TO EACH
GUARANTOR'S RIGHT TO MAKE INQUIRY OF THE ADMINISTRATIVE AGENT AND THE HOLDERS OF
SECURED OBLIGATIONS TO ASCERTAIN THE AMOUNT OF THE GUARANTEED OBLIGATIONS AT ANY
REASONABLE TIME; (4) NOTICE OF ANY ADVERSE CHANGE IN THE FINANCIAL CONDITION OF
THE BORROWER OR OF ANY OTHER FACT THAT MIGHT INCREASE SUCH GUARANTOR'S RISK
HEREUNDER; (5) NOTICE OF PRESENTMENT FOR PAYMENT, DEMAND, PROTEST, AND NOTICE
THEREOF AS TO ANY INSTRUMENTS AMONG THE LOAN DOCUMENTS; (6) NOTICE OF ANY
DEFAULT OR EVENT OF DEFAULT; AND (7) ALL OTHER NOTICES (EXCEPT IF SUCH NOTICE IS
SPECIFICALLY REQUIRED TO BE GIVEN TO SUCH GUARANTOR HEREUNDER OR UNDER THE LOAN
DOCUMENTS) AND DEMANDS TO WHICH EACH GUARANTOR MIGHT OTHERWISE BE ENTITLED;
(III)
ITS RIGHT, IF ANY, TO REQUIRE THE ADMINISTRATIVE AGENT AND THE
OTHER HOLDERS OF SECURED OBLIGATIONS TO INSTITUTE SUIT AGAINST, OR TO EXHAUST
ANY RIGHTS AND REMEDIES WHICH THE ADMINISTRATIVE AGENT AND THE OTHER HOLDERS OF
SECURED OBLIGATIONS HAS OR MAY HAVE AGAINST, THE OTHER GUARANTORS OR ANY THIRD
PARTY, OR AGAINST ANY COLLATERAL PROVIDED BY THE OTHER GUARANTORS, OR ANY THIRD
PARTY; AND EACH GUARANTOR FURTHER WAIVES ANY DEFENSE ARISING BY REASON OF ANY
DISABILITY OR OTHER DEFENSE (OTHER THAN THE DEFENSE THAT THE GUARANTEED
OBLIGATIONS SHALL HAVE BEEN FULLY AND FINALLY PERFORMED AND INDEFEASIBLY PAID IN
FULL IN CASH) OF THE OTHER GUARANTORS OR BY REASON OF THE CESSATION FROM ANY
CAUSE WHATSOEVER OF THE LIABILITY OF THE OTHER GUARANTORS IN RESPECT THEREOF;
(IV)
(A) ANY RIGHTS TO ASSERT AGAINST THE ADMINISTRATIVE AGENT AND THE
OTHER HOLDERS OF SECURED OBLIGATIONS ANY DEFENSE (LEGAL OR EQUITABLE), SET-OFF,
COUNTERCLAIM, OR CLAIM WHICH SUCH GUARANTOR MAY NOW OR AT ANY TIME HEREAFTER
HAVE AGAINST THE OTHER GUARANTORS OR ANY