Common use of Advances by Lenders Clause in Contracts

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor the Obligor to perform any of the covenants and agreements contained hereinherein 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 LienLien (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 Pledgors on a joint and several basis Borrower promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligor 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 any Pledgorthe Obligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligor of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. The Lenders 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 a Pledgor 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 any Pledgor to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor 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 or provided for in the Credit Agreement, the Administrative Agent may, upon prior written notice to the 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, 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 Pledgors Obligors on a joint and several basis promptly 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 Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging AgreementSwap Contract between any Credit Party and any Lender in connection with the Loans. 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The Lenders 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. The Lenders 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 a 193 Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 such payment is being contested in good faith by a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents Operative Agreements or any Hedging Agreementother documents relating to the Secured Obligations. The Lenders 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained hereinherein and upon written notice to such 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging AgreementAgreement between any Pledgor and any Lender, or any Affiliate of a Lender. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. The 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of 178 this Pledge Agreement, the other Credit Documents or any Hedging Agreement. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 Administrative Agent or the Lenders on behalf of any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained hereinherein and upon written notice to 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms Default or Event of this Pledge Agreement, the other Credit Documents or any Hedging AgreementDefault. The 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 a Pledgor an Obligor 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 any Pledgor Obligor to perform any of the covenants 160 142 and agreements contained hereinherein and upon written notice to 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging AgreementAgreement between any Obligor and any Lender, or any Affiliate of a Lender. 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 such payment is being contested in good faith by a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms Default or Event of this Pledge Agreement, the other Credit Documents or any Hedging AgreementDefault. 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the Agreement or any other Credit Documents or any Hedging AgreementDocuments. 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. 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 such payment is being contested in good faith by a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained hereinherein and upon written notice to such 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the --------------------- covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. The 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 Administrative Agent or the Lenders on behalf of any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging AgreementAgreement between any Credit Party and any Lender in connection with the Loans. The 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 such payment is being contested in good faith by a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of --------------------- the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 Administrative Agent or the Lenders on behalf of any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging AgreementAgreement between any Credit Party and any Lender in connection with the Loans. The 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. 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 such payment is being contested in good faith by a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.. 124

Advances by Lenders. On failure of any Pledgor Obligor to perform any ------------------- of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 such payment is being contested in good faith by a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of --------------------- the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Credit Party to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Credit Parties on a joint and several basis (subject to Section 27 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in Section 3.1 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 any PledgorCredit Party, and no such advance or expenditure therefor, shall relieve the Pledgors Credit Parties of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The Lenders 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 a Pledgor Credit Party in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any the Pledgor to perform any of the -------------------- covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis Pledgor promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any the Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors Pledgor of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. The 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 a the Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging AgreementAgreement between any Pledgor and any Lender, or any Affiliate of a Lender. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementLoan Documents. The 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 a Pledgor an Obligor 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 any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 LoansAgreement. No such performance of any covenant or agreement by the Agent or the Lenders on behalf of any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default breach under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained hereinherein and upon written notice to 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms Default or Event of this Pledge Agreement, the other Credit Documents or any Hedging AgreementDefault. 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 a Pledgor an Obligor 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 any Pledgor Obligor to perform any of the ------------------- covenants and agreements contained herein, 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 Lien), 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 LoansAgreement. ----------- No such performance of any covenant or agreement by the Agent or the Lenders on behalf of any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default breach under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 Agents or the Lenders on behalf of any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and or agreements contained herein, upon ten days' prior written notice to such Obligor (unless such delay would be adverse to the interests 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, after notice by 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents 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 Hedging 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 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 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 any Pledgor Obligor to perform any of the covenants and agreements contained hereinherein and upon written notice to 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms Default or Event of this Pledge Agreement, the other Credit Documents or any Hedging AgreementDefault. 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 a Pledgor an Obligor 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 any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis (subject to Section 25 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 such payment is being contested in good faith by a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to materially ------------------- perform any of the covenants and agreements contained herein, the Agent Lender may, upon written notice to Obligor and after a reasonable opportunity to cure (unless, in the Lender's reasonable judgment, a cure period could have a detrimental effect on the 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementLoan Documents. The Lenders 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The Lenders 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, after notice by 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, Agreement or the other Credit Documents 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 Hedging 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 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 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 any Pledgor Obligor to perform any of the covenants and agreements contained hereinherein and upon written notice to 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms Default or Event of this Pledge Agreement, the other Credit Documents or any Hedging AgreementDefault. The 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 a Pledgor an Obligor 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 any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The Lenders 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Borrower to perform any of the covenants and agreements contained herein, 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 Lien), 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 Pledgors Borrowers on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified in Section 3.1 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 any PledgorBorrower, and no such advance or expenditure therefor, shall relieve the Pledgors Borrowers of any default breach under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. The 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 a Pledgor Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Credit Party to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Credit Parties on a joint and several basis (subject to Section 28 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor Secured Obligations and shall bear interest from the date said amounts are expended at the default rate specified provided 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 any PledgorCredit Party, and no such advance or expenditure therefor, shall relieve the Pledgors Credit Parties of any default under the terms of this Pledge Agreement, Security Agreement or the other Credit Documents or any Hedging AgreementDocuments. 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 a Pledgor Credit Party in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 Administrative Agent or the Lenders on behalf of any PledgorObligor, and 10 185 no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging AgreementAgreement between any Obligor and any Lender, or any Affiliate of a Lender. 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 such payment is being contested in good faith by a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Obligor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorObligor, and no such advance or expenditure therefor, shall relieve the Pledgors Obligors of any default under the terms of this Pledge Security Agreement, the other Credit Documents or any Hedging Agreement. 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 a Pledgor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor Grantor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Pledgor 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 any PledgorGrantor, and no such advance or expenditure therefor, shall relieve the Pledgors Grantors of any default under the terms of this Pledge Agreement, Security Agreement or any of the other Credit Documents or any Hedging AgreementDocuments. 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 a Pledgor Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Advances by Lenders. On failure of any Pledgor to perform any of the covenants and agreements contained herein, 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, 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 Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional 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 any Pledgor, and no such advance or expenditure therefor, shall relieve the Pledgors of any default under the terms of this Pledge Agreement, the other Credit Documents or any Hedging Agreement. 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 a Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.