Any Indebtedness
maintained or incurred by any Subsidiary of Borrower that is Recourse Debt of
such Subsidiary shall be deemed to be Secured Debt for purposes of this Section
5.12 and Section 5.8; provided that Indebtedness of any Guarantor that is not
secured shall not be so deemed to be Secured Debt.
(b)
The Borrower shall not permit any Guarantor to incur any
Indebtedness other than Indebtedness evidenced by the Guarantee Agreement or
Indebtedness owed to the Borrower."
8.
AMENDMENTS TO SECTION 6.1 (EVENTS OF DEFAULT).
(A)
SECTION 6.1(C) OF THE CREDIT AGREEMENT IS HEREBY AMENDED BY
DELETING THE SUBSECTION IN ITS ENTIRETY AND SUBSTITUTING IN LIEU THEREOF THE
FOLLOWING:
"(C)
THE BORROWER OR ANY GUARANTOR SHALL FAIL TO OBSERVE OR PERFORM ANY
COVENANT OR AGREEMENT CONTAINED IN THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT
(OTHER
4
THAN THOSE COVERED BY CLAUSE (A), (B), (E), (F), (G), (H), (I), (M), (N) OR (O)
OF THIS SECTION 6.1) FOR 30 DAYS AFTER WRITTEN NOTICE THEREOF HAS BEEN GIVEN TO
THE BORROWER BY THE ADMINISTRATIVE AGENT; OR IF SUCH DEFAULT IS OF SUCH A NATURE
THAT IT CANNOT WITH REASONABLE EFFORT BE COMPLETELY REMEDIED WITHIN SAID PERIOD
OF THIRTY (30) DAYS SUCH ADDITIONAL PERIOD OF TIME AS MAY BE REASONABLY
NECESSARY TO CURE SAME, PROVIDED BORROWER COMMENCES SUCH CURE WITHIN SAID THIRTY
(30) DAY PERIOD AND DILIGENTLY PROSECUTES SAME, UNTIL COMPLETION, BUT IN NO
EVENT SHALL SUCH EXTENDED PERIOD EXCEED NINETY (90) DAYS;"
(B)
SECTION 6.1(D) OF THE CREDIT AGREEMENT IS HEREBY AMENDED BY
DELETING THE PHRASE IN THE SECOND LINE THERETO "IN THIS AGREEMENT OR" AND
SUBSTITUTING IN LIEU THEREOF THE PHRASE "OR ANY GUARANTOR HEREIN OR IN ANY OTHER
LOAN DOCUMENT OR THAT IS CONTAINED";
(C)
SECTION 6.1(N) OF THE CREDIT AGREEMENT IS HEREBY AMENDED BY ADDING
THE PHRASE "OR ANY GUARANTOR" AFTER THE WORD "BORROWER" THEREOF AND DELETING THE
"OR" FOLLOWING THE SEMICOLON THEREOF;
(D)
SECTION 6.1 OF THE CREDIT AGREEMENT IS HEREBY AMENDED BY INSERTING
THE FOLLOWING BETWEEN SECTIONS 6.1(N) AND 6.1(O) THEREOF:
"(O)
THE GUARANTEE OF ANY GUARANTOR CONTAINED IN THE GUARANTEE AGREEMENT
SHALL CEASE, FOR ANY REASON, TO BE IN FULL FORCE AND EFFECT OR ANY GUARANTOR
SHALL SO ASSERT, OTHER THAN IN CONNECTION WITH A MERGER OF A GUARANTOR WITH AND
INTO THE BORROWER, AS PERMITTED BY SECTION 5.9; OR"
(E)
SECTION 6.1(O) OF THE CREDIT AGREEMENT IS HEREBY AMENDED BY
RENUMBERING THE SUBSECTION TO BE SECTION 6.1(P).
9.
AMENDMENT TO SECTION 9.13 (RECOURSE OBLIGATION). SECTION 9.13 OF THE
CREDIT AGREEMENT IS HEREBY AMENDED BY DELETING THE SECTION IN ITS ENTIRETY AND
SUBSTITUTING IN LIEU THEREOF THE FOLLOWING:
"SECTION 9.13. Recourse Obligation. This Agreement and the Obligations hereunder
are fully recourse to the Borrower, each Designated Borrower and each Guarantor.
Notwithstanding the foregoing, no recourse under or upon any obligation,
covenant, or agreement contained in this Agreement shall be had against any
officer, director, shareholder or employee of the Borrower, any Designated
Borrower or any Guarantor except in the event of fraud or misappropriation