Common use of Advances by Lenders Clause in Contracts

Advances by Lenders. On failure of the Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligor, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens), expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligor, and no such advance or expenditure therefor, shall relieve the Obligor of any default under the terms of this Pledge Agreement. The Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein, in each case after the expiration of any applicable grace or cure period provided for herein and or provided for in the Credit Agreement, the Administrative Agent may, upon prior written notice to the Obligor, the Agent may, Obligor and at its sole option and in its sole reasonable discretion, perform the same or cause the performance of same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower promptly Obligors on a joint and several basis pursuant to Section 24 hereof within twenty (20) Business Days after a reasonably detailed written invoice therefor is received by the Obligors (or upon timely notice thereof and demand thereforif there is then a continuing Event of Default), shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement Default Rate for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Swap Contract between any Credit Party and any Lender in connection with the Loans. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, including the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), expenditures made in defending against any adverse claim (other than a Permitted Lien) and all other expenditures which the Collateral Agent or the Lenders other Secured Parties may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of Default Rate for the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Collateral Agent or the Lenders other Secured Parties on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Secured Parties may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 3.1(b) of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), expenditures made in defending against any adverse claim (other than a Permitted Lien) and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.9 of the Credit Agreement for Revolving Loans that are Base not LIBOR Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement for Revolving Loans that are Base Rate LoansDefault Rate. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms Default or Event of this Pledge AgreementDefault. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the --------------------- covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.8(a) of the Revolving Credit Agreement for Revolving Loans that are overdue Base Rate Committed Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the such Obligor, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Obligations and shall bear interest from the date said amounts are expended until the date five Business Days thereafter at the rate for Revolving Loans that are Base Rate Loans, and thereafter at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms Default or Event of this Pledge AgreementDefault. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or offixx xr holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessmentassessmenx, salexale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings in a manner which stays payment thereof and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the such Obligor, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Obligations and shall bear interest from the date said amounts are expended until the date five Business Days thereafter at the rate for Revolving Loans that are Base Rate Loans, and thereafter at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms Default or Event of this Pledge AgreementDefault. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder xx xolder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, salexxxx, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings in a manner which stays payment thereof and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.. 124

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, or the Collateral Agent shall, at the direction of the Administrative Agent, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent Agents or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent Agents or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the such Obligor, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended until the date five Business Days thereafter at the rate for Revolving Loans that are Base Rate Loans, and thereafter at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms Default or Event of this Pledge AgreementDefault. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder xx xolder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, salexxxx, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings in a manner which stays payment thereof and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the such Obligor, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended until the date five Business Days thereafter at the rate for Revolving Loans that are Base Rate Loans, and thereafter at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms Default or Event of this Pledge AgreementDefault. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or offixx xr holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessmentassessmenx, salexale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings in a manner which stays payment thereof and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorsuch Pledgor, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement between any Pledgor and any Lender, or any Affiliate of a Lender. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, including the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), expenditures made in defending against any adverse claim (other than a Permitted Lien) and all other expenditures which the Collateral Agent or the Lenders other Secured Parties may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of Default Rate for the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Collateral Agent or the Lenders other Secured Parties on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Secured Parties may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate LoansAgreement. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a 193 Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which it or they may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 3.1(b) of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or any other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Grantor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other reasonable expenditures which the Collateral Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Sections 4.1 and 4.2 of the Credit Agreement for Revolving Loans that are Base Rate LoansAgreement. No such performance of any covenant or agreement by the Agent Agents or the Lenders on behalf of the Obligorany Grantor, and no such advance or expenditure therefor, shall relieve the Obligor Grantors of any default under the terms of this Pledge AgreementSecurity Agreement or any of the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole reasonable discretion, but shall not be obligated to, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), reasonable expenditures made in defending against any adverse claim (other than in respect of a Permitted Lien) and all other reasonable expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate LoansAgreement. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default breach under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized pursuant to this Section 7 in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of --------------------- the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.7 of the Credit Agreement for Revolving Loans that are Base Rate LoansAgreement. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in SECTION 3.1 Section 3.1(b) of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Credit Party to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Credit Parties on a joint and several basis (subject to Section 27 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in SECTION 3.1 Section 3.1(b) of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Credit Party, and no such advance or expenditure therefor, shall relieve the Obligor Credit Parties of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent the Agent is aware that such payment is being contested in good faith by the Obligor or the Borrower a Credit Party in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same, or cause the same to be performed, and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.10 of the Credit Agreement for Revolving Loans that are Base Rate LoansAgreement. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Credit Party to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent or the Lenders may, at its sole option and in its sole discretion, perform the same (provided that the Agent shall promptly give the Borrower notice of such performance after the fact) and in so doing may expend such sums as the Agent or the Lenders may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Credit Parties on a joint and several basis (subject to Section 28 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Credit Party, and no such advance or expenditure therefor, shall relieve the Obligor Credit Parties of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent or the Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent the Agent or the Lenders are aware that such payment is being contested in good faith by the Obligor or the Borrower a Credit Party in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), expenditures made in defending against any adverse claim (other than a Permitted Lien) and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 4.2 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Credit Party to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Collateral Agent or the Lenders may, at its sole option and in its sole discretion, perform the same (provided that the Collateral Agent shall promptly give the Borrower notice of such performance after the fact) and in so doing may expend such sums as the Collateral Agent or the Lenders may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Collateral Agent or the Lenders may make for the protection of the security interest hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Credit Parties on a joint and several basis (subject to Section 28 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in SECTION 3.1 Section 3.1(b) of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Collateral Agent or the Lenders on behalf of the Obligorany Credit Party, and no such advance or expenditure therefor, shall relieve the Obligor Credit Parties of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Collateral Agent or the Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent the Collateral Agent or the Lenders are aware that such payment is being contested in good faith by the Obligor or the Borrower a Credit Party in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement between any Credit Party and any Lender in connection with the Loans. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office offxxx or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessmentassessmexx, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 3.1(b) of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and or agreements contained herein and herein, upon ten days' prior written notice to such Obligor (unless such delay would be adverse to the Obligorinterests of the Lenders and, in such event, as the Administrative Agent deems necessary) the Administrative Agent may, at its sole option and in its sole reasonable discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security interest hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.10(b) of the Credit Agreement for Revolving Loans that are Base Rate LoansAgreement. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. The Administrative Agent or the Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or offixx xr holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessmentassessmenx, salexale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Borrower to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole reasonable discretion, but shall not be obligated to, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), reasonable expenditures made in defending against any adverse claim (other than in respect of a Permitted Lien) and all other reasonable expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Borrowers on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 4.2 of the Credit Agreement for Revolving Loans that are Base Rate LoansAgreement. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Borrower, and no such advance or expenditure therefor, shall relieve the Obligor Borrowers of any default breach under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized pursuant to this Section 7 in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the a Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any ------------------- of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in SECTION 3.1 Section 3.1(a) of the -------------- Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. The Agent and the Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to materially ------------------- perform any of the covenants and agreements contained herein and herein, the Lender may, upon written notice to Obligor and after a reasonable opportunity to cure (unless, in the ObligorLender's reasonable judgment, a cure period could have a detrimental effect on the Agent may, value of the security) at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders Lender may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement for Revolving Loans that are Base Rate LoansDefault Rate. No such performance of any covenant or agreement by the Agent or the Lenders Lender on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Loan Documents. The Agent Lender may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor Pledgor to perform any of the -------------------- covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgor promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.8(a) of the Revolving Credit Agreement for Revolving Loans that are overdue Base Rate Committed Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the ObligorPledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgor of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured procxxxx from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into ox xxto the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the ------------------- covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole reasonable discretion, but shall not be obligated to, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), reasonable expenditures made in defending against any adverse claim (other than in respect of a Permitted Lien) and all other reasonable expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate LoansAgreement. ----------- No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default breach under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized pursuant to this Section 7 in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written herein, after notice to the Obligorby Agent, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.4 of the Credit Agreement for Revolving Loans that are Base Rate LoansAcquisition Loan Agreement. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement or the other Loan Documents, provided that if such default shall no longer be continuing as a result of the performance of any covenant or agreement by the Agent or the Lenders, or an advance or expenditure therefor, upon reimbursement by any Obligor (as defined in the Security Agreement) of the Agent or the Lender, as applicable, for any sums expended therefor, such default shall be cured. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate apprxxxxate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any ox xxy tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAPGAAP provided that the Agent has given written notice to the applicable Obligor of its intent to pay such sums.

Advances by Lenders. On failure of the any Obligor to perform any of --------------------- the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.8(a) of the Revolving Credit Agreement for Revolving Loans that are overdue Base Rate Committed Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants 160 142 and agreements contained herein and upon written notice to the such Obligor, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement between any Obligor and any Lender, or any Affiliate of a Lender. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, after reasonable notice to such Obligor (to the extent practicable) perform the same and in so doing may expend such sums as the Administrative Agent reasonably may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim claims and all other expenditures which the Administrative Agent or the Lenders may reasonably make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement for Revolving Loans that are Base Rate LoansDefault Rate. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms Default or Event of this Pledge AgreementDefault. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.4(b) of the Credit Agreement for Revolving Loans that are Base Rate LoansTerm Loan Agreement. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementAgreement or the other Loan Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office offxxx or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessmentassessmexx, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAPGAAP provided, that the Agent has given written notice to the applicable Obligor of its intent to pay such sums.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, including the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), expenditures made in defending against any adverse claim (other than a Permitted Lien) and all other expenditures which the Collateral Agent or the Lenders other Secured Parties may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of Default Rate for the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Collateral Agent or the Lenders other Secured Parties on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Secured Parties may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any the Obligor Grantor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other reasonable expenditures which the Agent Agents or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Grantor promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Sections 4.1 and 4.2 of the Credit Agreement for Revolving Loans that are Base Rate LoansAgreement. No such performance of any covenant or agreement by the Agent Agents or the Lenders on behalf of the ObligorGrantor, and no such advance or expenditure therefor, shall relieve the Obligor Grantor of any default under the terms of this Pledge AgreementSecurity Agreement or any of the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), expenditures made in defending against any adverse claim (other than a Permitted Lien) and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.9 of the Credit Agreement for Revolving Loans that are Base not LIBOR Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured procuxxx from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the inxx xhe validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of 178 this Pledge Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and 10 185 no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement between any Obligor and any Lender, or any Affiliate of a Lender. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxesTaxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Collateral Agent or the Lenders Holders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans8.0%. No such performance of any covenant or agreement by the Collateral Agent or the Lenders Holders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Operative Agreements or any other documents relating to the Secured Obligations. The Collateral Agent and the Holders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office offxxx or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessmentassessmexx, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement between any Credit Party and any Lender in connection with the Loans. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office offxxx or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessmentassessmexx, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorsuch Pledgor, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written herein, after notice to the Obligorby Agent, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.4 of the Credit Agreement for Revolving Loans that are Base Rate LoansTerm Loan Agreement. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement or the other Loan Documents, provided that if such default shall no longer be continuing as a result of the performance of any covenant or agreement by the Agent or the Lenders, or an advance or expenditure therefor, upon reimbursement by any Obligor (as defined in the Security Agreement) of the Agent or the Lender, as applicable, for any sums expended therefor, such default shall be cured. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office offxxx or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessmentassessmexx, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAPGAAP provided that the Agent has given written notice to the applicable Obligor of its intent to pay such sums.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), expenditures made in defending against any adverse claim (other than a Permitted Lien) and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.9 of the Credit Agreement for Revolving Loans that are Base not LIBOR Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder xx xolder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted LiensLien), expenditures made in defending against any adverse claim (other than a Permitted Lien) and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 2.9 of the Credit Agreement for Revolving Loans that are Base not LIBOR Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured procxxxx from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into ixxx the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION Section 3.1 of 5 161 the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Administrative Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement between any Pledgor and any Lender, or any Affiliate of a Lender. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the any Obligor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, 132 perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 Section 3.1(b) of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the any Obligor, and no such advance or expenditure therefor, shall relieve the Obligor Obligors of any default under the terms of this Pledge AgreementSecurity Agreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the an Obligor or the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis (subject to Section 25 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in SECTION 3.1 Section 3.1(b) of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge AgreementAgreement or the other Credit Documents. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of the Obligor any Pledgor to perform any of the covenants and agreements contained herein and upon written notice to the Obligorherein, the Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than Permitted Liens)Lien, expenditures made in defending against any adverse claim and all other expenditures which the Agent or the Lenders may make for the protection of the security hereof or which may be compelled to make by operation of law. All such sums and amounts so expended shall be repayable by the Borrower Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Obligor Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in SECTION 3.1 of the Credit Agreement for Revolving Loans that are Base Rate Loans. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of the Obligorany Pledgor, and no such advance or expenditure therefor, shall relieve the Obligor Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. The Agent Lenders may make any payment hereby authorized in accordance with any xxxxbill, statement xxatement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by the Obligor or the Borrower a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.