AND
AGREES THAT THE LENDER GROUP WILL HAVE RELIED UPON AND WILL CONTINUE TO RELY
UPON THE SUBORDINATION PROVISIONS PROVIDED FOR HEREIN AND THE OTHER PROVISIONS
HEREOF IN ENTERING INTO THE LOAN DOCUMENTS AND MAKING OR ISSUING THE LOANS, OR
OTHER FINANCIAL ACCOMMODATIONS THEREUNDER.
(D)
WAIVERS.
EXCEPT AS PROVIDED UNDER THE FINANCING AGREEMENT, EACH
OBLIGOR HEREBY WAIVES ANY AND ALL NOTICE OF THE INCURRENCE OF THE SENIOR DEBT OR
ANY PART THEREOF AND ANY RIGHT TO REQUIRE MARSHALING OF ASSETS.
(E)
OBLIGATIONS OF EACH OBLIGOR NOT AFFECTED.
EACH OBLIGOR HEREBY
AGREES THAT AT ANY TIME AND FROM TIME TO TIME, WITHOUT NOTICE TO OR THE CONSENT
OF SUCH OBLIGOR, WITHOUT INCURRING RESPONSIBILITY TO SUCH OBLIGOR, AND WITHOUT
IMPAIRING OR RELEASING THE SUBORDINATION PROVIDED FOR HEREIN OR OTHERWISE
IMPAIRING THE RIGHTS OF THE LENDER GROUP HEREUNDER: (I) THE TIME FOR ANY OTHER
OBLIGOR'S PERFORMANCE OF OR COMPLIANCE WITH ANY OF ITS AGREEMENTS CONTAINED IN
THE LOAN DOCUMENTS MAY BE EXTENDED OR SUCH PERFORMANCE OR COMPLIANCE MAY BE
WAIVED BY THE LENDER GROUP OR COLLATERAL AGENT ON BEHALF THEREOF; (II) THE
AGREEMENTS OF ANY OTHER OBLIGOR WITH RESPECT TO THE LOAN DOCUMENTS MAY FROM TIME
TO TIME BE MODIFIED BY SUCH OTHER OBLIGOR AND THE LENDER GROUP OR COLLATERAL
AGENT ON BEHALF THEREOF FOR THE PURPOSE OF ADDING ANY REQUIREMENTS THERETO OR
CHANGING IN ANY MANNER THE RIGHTS AND OBLIGATIONS OF SUCH OTHER OBLIGOR OR THE
LENDER GROUP THEREUNDER; (III) THE MANNER, PLACE, OR TERMS FOR PAYMENT OF SENIOR
DEBT OR ANY PORTION THEREOF MAY BE ALTERED OR THE TERMS FOR PAYMENT EXTENDED, OR
THE SENIOR DEBT MAY BE RENEWED IN WHOLE OR IN PART; (IV) THE MATURITY OF THE
SENIOR DEBT MAY BE ACCELERATED IN ACCORDANCE WITH THE TERMS OF ANY PRESENT OR
FUTURE AGREEMENT BY ANY OTHER OBLIGOR AND THE LENDER GROUP OR COLLATERAL AGENT
ON BEHALF THEREOF; (V) ANY COLLATERAL MAY BE SOLD, EXCHANGED, RELEASED, OR
SUBSTITUTED AND ANY LIEN IN FAVOR OF COLLATERAL AGENT FOR THE BENEFIT OF THE
LENDER GROUP MAY BE TERMINATED, SUBORDINATED, OR FAIL TO BE PERFECTED OR BECOME
UNPERFECTED; (VI) ANY PERSON LIABLE IN ANY MANNER FOR SENIOR DEBT MAY BE
DISCHARGED, RELEASED, OR SUBSTITUTED; AND (VII) ALL OTHER RIGHTS AGAINST THE
OTHER OBLIGOR, ANY OTHER PERSON, OR WITH RESPECT TO ANY COLLATERAL MAY BE
EXERCISED (OR THE LENDER GROUP OR COLLATERAL AGENT ON BEHALF THEREOF MAY WAIVE
OR REFRAIN FROM EXERCISING SUCH RIGHTS).
(F)
RIGHTS OF THE LENDER GROUP NOT TO BE IMPAIRED.
NO RIGHT OF THE
LENDER GROUP OR COLLATERAL AGENT ON BEHALF THEREOF TO ENFORCE THE SUBORDINATION
PROVIDED FOR HEREIN OR TO EXERCISE ITS OTHER RIGHTS HEREUNDER SHALL AT ANY TIME
IN ANY WAY BE PREJUDICED OR IMPAIRED BY ANY ACT OR FAILURE TO ACT BY ANY OTHER
OBLIGOR, THE LENDER GROUP, OR COLLATERAL AGENT HEREUNDER OR UNDER OR IN
CONNECTION WITH THE OTHER LOAN DOCUMENTS OR BY ANY NONCOMPLIANCE BY THE OTHER
OBLIGOR WITH THE TERMS AND PROVISIONS AND COVENANTS HEREIN OR IN ANY OTHER LOAN
DOCUMENT,
5
REGARDLESS