ALL AMOUNTS DUE THE LENDER UNDER THE LOAN DOCUMENTS IN
ACCORDANCE WITH THE TERMS THEREOF, AS MODIFIED HEREBY.
SECTION 7.02.
LOAN DOCUMENTS UNMODIFIED. EXCEPT AS
OTHERWISE SPECIFICALLY MODIFIED BY THIS AMENDMENT, ALL TERMS AND PROVISIONS OF
THE AGREEMENT AND ALL OTHER LOAN DOCUMENTS, AS MODIFIED HEREBY, SHALL REMAIN IN
FULL FORCE AND EFFECT. NOTHING CONTAINED IN THIS AMENDMENT SHALL IN ANY WAY
IMPAIR THE VALIDITY OR ENFORCEABILITY OF THE LOAN DOCUMENTS, AS MODIFIED HEREBY
OR ALTER, WAIVE, ANNUL, VARY, AFFECT, OR IMPAIR ANY PROVISIONS, CONDITIONS, OR
COVENANTS CONTAINED THEREIN OR ANY RIGHTS, POWERS, OR REMEDIES GRANTED THEREIN.
ANY LIEN AND/OR SECURITY INTEREST GRANTED TO THE LENDER IN THE COLLATERAL SET
FORTH IN THE AGREEMENT OR ANY OTHER LOAN DOCUMENT IS AND SHALL REMAIN UNCHANGED
AND IN FULL FORCE AND EFFECT AND THE AGREEMENT AND THE OTHER LOAN DOCUMENTS
SHALL CONTINUE TO SECURE THE PAYMENT AND PERFORMANCE OF ALL OF THE OBLIGATIONS
THEREUNDER, AS MODIFIED HEREBY, AND THE BORROWERS' OBLIGATIONS HEREUNDER.
SECTION 7.03.
PARTIES, SUCCESSORS AND ASSIGNS. THIS
AMENDMENT SHALL BE BINDING UPON AND SHALL INURE TO THE BENEFIT OF EACH OF THE
BORROWERS, THE LENDER, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.
SECTION 7.04.
COUNTERPARTS. THIS AMENDMENT MAY BE
EXECUTED IN ONE OR MORE COUNTERPARTS, EACH OF WHICH WHEN SO EXECUTED SHALL BE
DEEMED TO BE AN ORIGINAL, BUT ALL OF WHICH, WHEN TAKEN TOGETHER SHALL CONSTITUTE
ONE AND THE SAME INSTRUMENT. A FACSIMILE SIGNATURE SHALL BE DEEMED EFFECTIVE AS
AN ORIGINAL.
9
SECTION 7.05.
HEADINGS. THE HEADINGS, CAPTIONS AND
ARRANGEMENTS USED IN THIS AMENDMENT ARE FOR CONVENIENCE ONLY AND SHALL NOT
AFFECT THE INTERPRETATION OF THIS AMENDMENT.
SECTION 7.06.
EXPENSES OF THE LENDER. THE BORROWERS
AGREE TO PAY ON DEMAND (A) ALL REASONABLE COSTS AND EXPENSES INCURRED BY THE
LENDER IN CONNECTION WITH THE PREPARATION, NEGOTIATION AND EXECUTION OF THIS
AMENDMENT AND THE OTHER LOAN DOCUMENTS EXECUTED PURSUANT HERETO AND ANY AND ALL
SUBSEQUENT AMENDMENTS, MODIFICATIONS, AND SUPPLEMENTS HERETO OR THERETO,
INCLUDING, WITHOUT LIMITATION, THE COSTS AND FEES OF THE LENDER'S LEGAL COUNSEL
AND THE ALLOCATED COST OF STAFF COUNSEL, AND (B) ALL COSTS AND EXPENSES
REASONABLY INCURRED BY THE LENDER IN CONNECTION WITH THE ENFORCEMENT OR
PRESERVATION OF ANY RIGHTS UNDER THE AGREEMENT, THIS AMENDMENT AND/OR OTHER LOAN
DOCUMENTS, INCLUDING, WITHOUT LIMITATION, THE REASONABLE COSTS AND FEES OF THE
LENDER'S LEGAL COUNSEL, THE ALLOCATED COST OF STAFF COUNSEL, AND THE COSTS AND
FEES ASSOCIATED WITH ANY ENVIRONMENTAL DUE DILIGENCE CONDUCTED IN RELATION
HERETO.
SECTION 7.07.
TOTAL AGREEMENT. THIS AMENDMENT, THE
AGREEMENT, AND ALL OTHER LOAN DOCUMENTS SHALL CONSTITUTE THE ENTIRE AGREEMENT
BETWEEN THE PARTIES RELATING TO THE SUBJECT MATTER HEREOF, AND SHALL RESCIND ALL
PRIOR AGREEMENTS AND UNDERSTANDINGS BETWEEN THE PARTIES HERETO RELATING TO THE
SUBJECT MATTER HEREOF, AND SHALL NOT BE CHANGED OR TERMINATED ORALLY.
SECTION 7.08.
WAIVER OF JURY TRIAL. TO THE EXTENT
NOT PROHIBITED BY APPLICABLE LAW, EACH OF THE BORROWERS AND THE LENDER
IRREVOCABLY WAIVE THEIR RESPECTIVE RIGHTS TO A TRIAL BY JURY OF ANY CLAIM OR
CAUSE OF ACTION BASED UPON OR ARISING