Common use of Amendments, etc. with respect to the Borrower Obligations Clause in Contracts

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 5 contracts

Samples: Loan Agreement (Supermedia Inc.), Credit Agreement (Dex Media, Inc.), Loan Agreement (Dex Media, Inc.)

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Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of such of the Borrower and the Dex Guarantor as shall be required thereunder), and the Specified Hedge Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by parties to, the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or agreements and instruments governing such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security Lien or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 4 contracts

Samples: Guarantee and Collateral Agreement (Sba Communications Corp), Guarantee and Collateral Agreement (Sba Communications Corp), Guarantee and Collateral Agreement (Sba Communications Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of such of the Borrower and the Dex Guarantor as shall be required thereunder), and the Specified Hedge Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agentparties to, the Dex East Administrative Agentagreements and instruments governing such Lien or guarantee, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 4 contracts

Samples: Credit Agreement (Hudson Pacific Properties, Inc.), Guarantee and Collateral Agreement (UCI Holdco, Inc.), Guarantee and Collateral Agreement (Magellan Midstream Partners Lp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared To the fullest extent permitted by applicable law, each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral other Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral other Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral other Secured Party Party, and the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be be, amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative AgentRequired Lenders, the Dex East Administrative AgentMajority Facility Lenders in respect of the Revolving Facility, the Dex West Administrative Agent, Majority Facility Lenders in respect of the SuperMedia Administrative Agent Term Facility or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may reasonably deem advisable from time to time, and any collateral security, guarantee or right of offset set-off at any time held by the Shared Collateral Agent or any Shared Collateral other Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 4 contracts

Samples: First Lien Credit Agreement (PGA Holdings, Inc.), First Lien Guarantee and Collateral Agreement (PGA Holdings, Inc.), First Lien Guarantee and Collateral Agreement (PGA Holdings, Inc.)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder, and such Guarantor’s obligations hereunder shall not be released, discharged or otherwise affected, notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to to, demand upon or further assent by any Dex Shared Guarantor (which notice, demand and assent requirements are hereby expressly waived by such Guarantor), (a) any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party Guaranteed Creditor may be rescinded by the Shared Collateral Agent such Guaranteed Creditor or such Dex Shared Collateral Secured Party otherwise and any of the Dex Borrower Obligations continued, and ; (b) the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, thereof or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent by, or any Dex Shared Collateral Secured Party and the Dex Loan Documents and indulgence or forbearance in respect thereof granted by, any other documents executed and delivered in connection therewith Guaranteed Creditor; (c) any Guaranteed Document may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) Guaranteed Creditors may deem advisable from time to time, and ; (d) any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party Guaranteed Creditor for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither ; (e) any additional guarantors, makers or endorsers of the Shared Collateral Agent nor Borrower Obligations may from time to time be obligated on the Borrower Obligations or any additional security or collateral for the payment and performance of the Borrower Obligations may from time to time secure the Borrower Obligations; and (f) any other Shared Collateral Secured Party event shall occur which constitutes a defense or release of sureties generally. No Guaranteed Creditor shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 ARTICLE II or any property Property subject thereto.

Appears in 4 contracts

Samples: Senior Secured Credit Agreement (Exterran Partners, L.P.), Second Lien Guarantee and Collateral Agreement (Parallel Petroleum Corp), Guaranty Agreement (Universal Compression Partners, L.P.)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party Creditor may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party Creditor and any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party Creditor (with the consent of such of the Borrower and the Dex Guarantors as shall be required thereunder), and the Specified Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and the Guarantors as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party Creditor for the payment of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation Creditor shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agentparties to, the Dex East Administrative Agentagreements and instruments governing such Lien or guarantee, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 3 contracts

Samples: Credit Agreement (Hanger, Inc.), Guarantee and Collateral Agreement (Hanger Orthopedic Group Inc), Credit Agreement (Hanger Orthopedic Group Inc)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 3 contracts

Samples: Credit Agreement (DEX ONE Corp), Credit Agreement (DEX ONE Corp), Credit Agreement (DEX ONE Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Administrative Agent, the Collateral Agent or any Shared Collateral other Secured Party may be rescinded by the Shared Administrative Agent, the Collateral Agent or such Shared Collateral other Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Administrative Agent, the Collateral Agent or any Shared Collateral other Secured Party Party, and the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative AgentRequired Lenders, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Supermajority Lenders, or all Lenders, or all Lenders under the applicable Credit Agreementdirectly affected thereby, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset set-off at any time held by the Shared Administrative Agent, the Collateral Agent or any Shared Collateral other Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Administrative Agent, the Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 3 contracts

Samples: Credit Agreement (Booz Allen Hamilton Holding Corp), Credit Agreement (Booz Allen Hamilton Holding Corp), Guarantee and Collateral Agreement (Booz Allen Hamilton Holding Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared To the maximum extent permitted by applicable law, each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Administrative Agent, the Collateral Agent or any Shared Collateral other Secured Party may be rescinded by the Shared Administrative Agent, the Collateral Agent or such Shared Collateral other Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Administrative Agent, the Collateral Agent or any Shared Collateral other Secured Party Party, and the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative AgentRequired Lenders, the Dex East Administrative Agentor all Lenders, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite all Lenders under the applicable Credit Agreementdirectly and adversely affected thereby, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset set-off at any time held by the Shared Administrative Agent, the Collateral Agent or any Shared Collateral other Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Administrative Agent, the Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Covetrus, Inc.), Guarantee and Collateral Agreement (Booz Allen Hamilton Holding Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or the Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or the Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or the Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party Party, and the Dex Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or the Guarantor Hedge Agreement Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or the Guarantor Hedge Agreement Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 2 contracts

Samples: Credit Agreement (Cinemark Holdings, Inc.), Guarantee and Collateral Agreement (Cinemark Usa Inc /Tx)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or, the Guarantor Hedge Agreement Obligations or the Guarantor Cash Management Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or, the Guarantor Hedge Agreement Obligations or the Guarantor Cash Management Obligations continued, and the Dex Borrower Obligations or, the Guarantor Hedge Agreement Obligations or the Guarantor Cash Management Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party Party, and the Dex Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or, the Guarantor Hedge Agreement Obligations or the Guarantor Cash Management Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or, the Guarantor Hedge Agreement Obligations or the Guarantor Cash Management Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 2 contracts

Samples: Credit Agreement (Cinemark Usa Inc /Tx), Credit Agreement (Cinemark Holdings, Inc.)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Administrative Agent, the Collateral Agent or any Shared Collateral other Secured Party may be rescinded by the Shared Administrative Agent, the Collateral Agent or such Shared Collateral other Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Administrative Agent, the Collateral Agent or any Shared Collateral other Secured Party Party, and the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative AgentRequired Lenders or, if so specified in the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as all Lenders or the case may beMajority Facility Lenders in respect of any Facility) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Administrative Agent, the Collateral Agent or any Shared Collateral other Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Administrative Agent, the Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Wesco Aircraft Holdings, Inc), Guarantee and Collateral Agreement (Wesco Aircraft Holdings, Inc)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder, and such Guarantor’s obligations hereunder shall not be released, discharged or otherwise affected, notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to to, demand upon or further assent by any Dex Shared Guarantor (which notice, demand and assent requirements are hereby expressly waived by such Guarantor), (a) any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party Guaranteed Creditor may be rescinded by the Shared Collateral Agent such Guaranteed Creditor or such Dex Shared Collateral Secured Party otherwise and any of the Dex Borrower Obligations continued, and ; (b) the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, thereof or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent by, or any Dex Shared Collateral Secured Party and the Dex Loan Documents and indulgence or forbearance in respect thereof granted by, any other documents executed and delivered in connection therewith Guaranteed Creditor; (c) any Guaranteed Document may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) Guaranteed Creditors may deem advisable from time to time, and ; (d) any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party Guaranteed Creditor for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither ; (e) any additional guarantors, makers or endorsers of the Shared Collateral Agent nor Borrowers’ Obligations may from time to time be obligated on the Borrowers’ Obligations or any additional security or collateral for the payment and performance of the Borrowers’ Obligations may from time to time secure the Borrowers’ Obligations; and (f) any other Shared Collateral Secured Party event shall occur which constitutes a defense or release of sureties generally. No Guaranteed Creditor shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 ARTICLE II or any property Property subject thereto.

Appears in 1 contract

Samples: Guaranty Agreement (Universal Compression Inc)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder, and such Guarantor’s obligations hereunder shall not be released, discharged or otherwise affected, notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to to, demand upon or further assent by any Dex Shared Guarantor (which notice, demand and assent requirements are hereby expressly waived by such Guarantor), (a) any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party Guaranteed Creditor may be rescinded by the Shared Collateral Agent such Guaranteed Creditor or such Dex Shared Collateral Secured Party otherwise and any of the Dex Borrower Obligations continued, and ; (b) the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, thereof or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent by, or any Dex Shared Collateral Secured Party and the Dex Loan Documents and indulgence or forbearance in respect thereof granted by, any other documents executed and delivered in connection therewith Guaranteed Creditor; (c) any Guaranteed Document may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) Guaranteed Creditors may deem advisable from time to time, and ; (d) any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party Guaranteed Creditor for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither ; (e) any additional guarantors, makers or endorsers of the Shared Collateral Agent nor Borrower’s Obligations may from time to time be obligated on the Borrower’s Obligations or any additional security or collateral for the payment and performance of the Borrower’s Obligations may from time to time secure the Borrower’s Obligations; and (f) any other Shared Collateral Secured Party event shall occur which constitutes a defense or release of sureties generally. No Guaranteed Creditor shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 Guarantee or any property Property subject thereto.

Appears in 1 contract

Samples: Debtor in Possession Guaranty and Collateral Agreement (Aurora Oil & Gas CORP)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Newco Subordinated Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Newco Subordinated Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Newco Subordinated Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Loan Agreement (Dex Media, Inc.)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared To the fullest extent permitted by applicable law, each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral other Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral other Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral other Secured Party Party, and the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, restated, amended and restated, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative AgentRequired Lenders, the Dex East Administrative AgentMajority Facility Lenders in respect of the Revolving Facility, the Dex West Administrative Agent, Majority Facility Lenders in respect of the SuperMedia Administrative Agent Term Facility or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may reasonably deem advisable from time to time, and any collateral security, guarantee or right of offset set-off at any time held by the Shared Collateral Agent or any Shared Collateral other Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Macquarie Infrastructure CO LLC)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Administrative Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Shared Collateral Secured Party (with the consent of the Borrower as shall be required thereunder), and the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of the Borrower as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may (with the consent of the Borrower as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Shared Collateral Secured Party shall shall, except to the extent set forth in and as required by any Requirement of Law (other than Organizational Documents), and for the benefit of the parties to, the agreements and instruments governing such Lien or guarantee, have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (XCel Brands, Inc.)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Other Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or Guarantor Other Obligations continued, and the Dex Borrower Obligations or Guarantor Other Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of such of the Borrower and the Dex Guarantor as shall be required thereunder), and the Secured Hedge Agreements, Secured Cash Management Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or Guarantor Other Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agentparties to, the Dex East Administrative Agentagreements and instruments governing such Lien or guarantee, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Other Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (United Components Inc)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or the Working Capital Obligations made by the Shared Collateral General Administrative Agent or any Dex Shared Collateral Secured Party Lender may be rescinded by the Shared Collateral General Administrative Agent or such Dex Shared Collateral Secured Party Lender and any of the Dex Borrower Obligations or the Working Capital Obligations continued, and the Dex Borrower Obligations or the Working Capital Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral General Administrative Agent or any Dex Shared Collateral Secured Party Lender, and the Dex Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral General Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral General Administrative Agent or any Dex Shared Collateral Secured Party Lender for the payment of the Dex Borrower Obligations or the Working Capital Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral General Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party Lender shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or the Working Capital Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Credit Agreement (Safety Kleen Corp/)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of such of the Borrower and any Guarantor as shall be required thereunder), and the Dex Specified Hedge Agreements, the Term Loan Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and any Guarantor as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations may (with the consent of such of the Borrower and any Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agentparties to, the Dex East Administrative Agentagreements and instruments governing such Lien or guarantee, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Primus Telecommunications Group Inc)

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Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder, and such Guarantor’s obligations hereunder shall not be released, discharged or otherwise affected, notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to to, demand upon or further assent by any Dex Shared Guarantor (which notice, demand and assent requirements are hereby expressly waived by such Guarantor), (a) any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party Guaranteed Creditor may be rescinded by the Shared Collateral Agent such Guaranteed Creditor or such Dex Shared Collateral Secured Party otherwise and any of the Dex Borrower Obligations continued, and ; (b) the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, thereof or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent by, or any Dex Shared Collateral Secured Party and the Dex Loan Documents and indulgence or forbearance in respect thereof granted by, any other documents executed and delivered in connection therewith Guaranteed Creditor; (c) any Guaranteed Document may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) Guaranteed Creditors may deem advisable from time to time, and subject to Section 12.02(b) of the Credit Agreement; (d) any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party Guaranteed Creditor for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither ; (e) any additional guarantors, makers or endorsers of the Shared Collateral Agent nor Borrower Obligations may from time to time be obligated on the Borrower Obligations or any additional security or collateral for the payment and performance of the Borrower’s Obligations may from time to time secure the Borrower Obligations; (f) any change in applicable law, rule or regulation or any event affecting any term of the Borrower Obligations; and (g) any other Shared Collateral Secured Party event shall occur which constitutes a defense or release of sureties generally. No Guaranteed Creditor shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 ARTICLE II or any property Property subject thereto.. Xxxxx Fargo, et al. September , 2006

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Hornbeck Offshore Services Inc /La)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared To the fullest extent permitted by applicable Law, each Subsidiary Guarantor shall remain obligated hereunder notwithstanding that, that (a) without any reservation of rights against any Dex Shared Subsidiary Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Subsidiary Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and ; (b) the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by any Secured Party; (c) the Shared Collateral Agent or any Shared Collateral Secured Party Credit Agreement and the other Loan Documents Documents, any Specified Hedge Agreement, any Specified Cash Management Agreement and any other documents executed and delivered in connection therewith may be amended, modifiedamended and restated, supplemented supplemented, replaced, refinanced, otherwise modified or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may beSecured Parties) may deem reasonably advisable from time to timetime or as permitted by, as applicable, the Credit Agreement, such other Loan Document, such Specified Hedge Agreement, such Specified Cash Management Agreement or such other document; and (d) any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral No Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto, except to the extent required by applicable Law.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (On Semiconductor Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or the Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or the Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or the Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of the Borrower and/or any Guarantor as shall be required by the applicable Loan Documents), and the Dex Specified Hedge Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of the Borrower and/or any Guarantor as shall be required by the applicable Loan Documents) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or the Guarantor Hedge Agreement Obligations may (with the consent of the Borrower and/or any Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agentparties to, the Dex East Administrative Agentagreements and instruments governing such Lien or guarantee, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or the Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Archstone Smith Operating Trust)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Administrative Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Shared Collateral Secured Party (with the consent of such of the Borrower and the Guarantor as shall be required thereunder), the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under as set forth in Section 10.1 of the applicable Credit Agreement, as the case may be) may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Shared Collateral Secured Party shall shall, except to the extent set forth in, and for the benefit of the parties to, the agreements and instruments governing such Lien or guarantee have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Sba Communications Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent any Priority Lien Debt Representative or any Shared Collateral other Secured Party may be rescinded by the Shared Collateral Agent such Priority Lien Debt Representative or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent any Priority Lien Debt Representative or any Shared Collateral other Secured Party Party, and the Credit Agreement and the other Loan Documents and Priority Lien Debt Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent Trustee (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders holders of Priority Lien Debt Obligations under the applicable Credit Agreementrespective Priority Lien Debt Documents, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent any Priority Lien Debt Representative or any Shared Collateral other Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent Trustee nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: First Lien Guarantee and Collateral Agreement (Carmike Cinemas Inc)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Co-Collateral Agent Agents or any Shared Collateral Secured other Credit Party may be rescinded by the Shared Co-Collateral Agent Agents or such Shared Collateral Secured other Credit Party and any of the Borrower Obligations continued, and any of the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Co-Collateral Agent Agents or any Shared Collateral Secured Party other Credit Party, and the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Co-Collateral Agent Agents (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) or any other Credit Party, if applicable, may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Co-Collateral Agent Agents or any Shared Collateral Secured other Credit Party for the payment of any of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Co-Collateral Agent Agents nor any other Shared Collateral Secured Credit Party shall have any obligation to any Loan Party or other Person, to protect, secure, perfect or insure any Lien at any time held by it as security for any of the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (a) Each Guarantor waives any and all notice of the creation, renewal, extension or accrual of any of the Borrower Obligations and notice of or proof of reliance by the Co-Collateral Agents or any other Credit Party upon the guarantee contained in this Section 2 or acceptance of the guarantee contained in this Section 2; each of the Borrower Obligations, and any of them, shall conclusively be deemed to have been created, contracted or incurred, or renewed, extended, amended or waived, in reliance upon the guarantee contained in this Section 2; and all dealings between any of the Borrowers and any of the Guarantors, on the one hand, and the Co-Collateral Agents and the other Credit Parties, on the other hand, likewise shall be conclusively presumed to have been had or consummated in reliance upon the guarantee contained in this Section 2. Each Guarantor waives diligence, presentment, protest, demand for payment and notice of default or nonpayment to or upon any of the Borrowers or any of the Guarantors with respect to any of the Borrower Obligations. Each Guarantor understands and agrees that the guarantee contained in this Section 2 shall be construed as a continuing, absolute and unconditional guarantee of payment without regard to (a) the validity or enforceability of the Credit Agreement, any other Loan Document, any Letter of Credit, any Cash Management Service, any Bank Product or any other document made, delivered or given in connection with any of the foregoing, any of the Borrower Obligations or any other collateral security therefor or guarantee or right of offset with respect thereto at any time or from time to time held by the Co-Collateral Agents or any other Credit Party, (b) any defense, set-off or counterclaim (other than a defense of payment or performance) which may at any time be available to or be asserted by any Borrower or any other Person against any Co-Collateral Agent or any other Credit Party, or (c) any other circumstance whatsoever (with or without notice to or knowledge of any Borrower or such Guarantor) which constitutes, or might be construed to constitute, an equitable or legal discharge of any of the Borrowers for the Borrower Obligations, or of such Guarantor under the guarantee contained in this Section 2, in bankruptcy or in any other instance. When making any demand hereunder or otherwise pursuing its rights and remedies hereunder against any Guarantor, the Co-Collateral Agents or any other Credit Party may, but shall be under no obligation to, make a similar demand on or otherwise pursue such rights and remedies as it may have against the Borrowers, any other Guarantor or any other Person or against any collateral security or guarantee for any of the Borrower Obligations or any right of offset with respect thereto, and any failure by the Co-Collateral Agents or any other Credit Party to make any such demand, to pursue such other rights or remedies or to collect any payments from any of the Borrowers, any other Guarantor or any other Person or to realize upon any such collateral security or guarantee or to exercise any such right of offset, or any release of any Borrower, any other Guarantor or any other Person or any such collateral security, guarantee or right of offset, shall not relieve any Guarantor of any obligation or liability hereunder, and shall not impair or affect the rights and remedies, whether express, implied or available as a matter of law, of the Co-Collateral Agents or any other Credit Party against any Guarantor. For the purposes hereof “demand” shall include the commencement and continuance of any legal proceedings. (b) The obligations of each Guarantor hereunder shall not be discharged or impaired or otherwise affected by the failure of any Co-Collateral Agent or any other Credit Party to assert any claim or demand or to enforce any remedy under this Agreement, any other Loan Document, any Letter of Credit, any Cash Management Service, any Bank Product or any other document made, delivered or given in connection with any of the foregoing or any other agreement, by any default, failure or delay, willful or otherwise, in the performance of any of the Obligations, or by any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or that would otherwise operate as a discharge of any Guarantor as a matter of law or equity (other than upon a written release of such Guarantor from the Co-Collateral Agents or upon the indefeasible payment in full in cash of all the Borrower Obligations after the Commitments have been terminated). (c) The Co-Collateral Agents and the other Credit Parties may, at their election upon the occurrence and during the continuance of an Event of Default, foreclose on any Collateral held by one or more of them by one or more judicial or non-judicial sales, accept an assignment of any such Collateral in lieu of foreclosure, compromise or adjust any part of the Borrower Obligations, make any other accommodation with any Guarantor, or exercise any other right or remedy available to them against any Guarantor, without affecting or impairing in any way the liability of any other Guarantor hereunder except to the extent that all the Borrower Obligations (other than contingent indemnification obligations for which no claim shall have then been asserted) have been indefeasibly paid in full in cash and the Commitments have been terminated. Each Guarantor waives any defense arising out of any such election even though such election operates, pursuant to applicable law, to impair or to extinguish any right of reimbursement or subrogation or other right or remedy of such Guarantor against any other Guarantor, as the case may be, or any Collateral.

Appears in 1 contract

Samples: Credit Agreement (Sears Holdings Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of such of the Borrower and the Dex Guarantor as shall be required thereunder), and the Specified Hedge Agreements, the Swap Related L/Cs, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by parties to, the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or agreements and instruments governing such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security Lien or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Sba Communications Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Swap Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or Guarantor Swap Agreement Obligations continued, and the Dex Borrower Obligations or Guarantor Swap Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of such of the Borrower and the Dex Guarantor as shall be required thereunder), and the Specified Swap Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or Guarantor Swap Agreement Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by parties to, the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or agreements and instruments governing such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security Lien or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Swap Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Sba Communications Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of such of the Borrower and the Dex Guarantor as shall be required thereunder), and the Specified Hedge Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under as set forth in Section 10.1 of the applicable Credit Agreement, as the case may be) may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by parties to, the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or agreements and instruments governing such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security Lien or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Sba Communications Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party Creditor may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party Creditor and any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party Creditor (with the consent of such of the Borrower and the Dex Guarantors as shall be required thereunder), and the Specified Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and the Guarantors as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party Creditor for the payment of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party Creditor shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Credit Agreement (Hanger, Inc.)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Borrower or any Guarantor and without notice to or further assent by any Dex Shared Borrower or any Guarantor, (a) any demand for payment of any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations continued, and (b) the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of such of the Borrower and the Dex Guarantor as shall be required thereunder), and (c) the Specified Hedge Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) deem advisable from time to time, and (d) any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agentparties to, the Dex East Administrative Agentagreements and instruments governing such Lien or guarantee, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Credit Agreement (Delek US Holdings, Inc.)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Dex Shared Guarantor and without notice to or further assent by any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations made by the Shared Collateral Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations continued, and the Dex Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Dex Shared Collateral Secured Party and the Dex Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may bei) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Dex Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any of the Borrower Obligations made by the Shared Facility Agent, the Collateral Agent or any Shared Collateral other Secured Party may be rescinded by the Shared Facility Agent, the Collateral Agent or such Shared Collateral other Secured Party and any of the Borrower Obligations continued, and (ii) the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Facility Agent, the Collateral Agent or any Shared Collateral other Secured Party Party, and (iii) the Credit Agreement and the Loan other Finance Documents and any other documents executed and delivered in connection therewith therewith, and any Specified Swap Agreement, may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Facility Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent, the SuperMedia Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) ), or any other applicable party, may deem advisable from time to timetime (to the extent not prohibited by applicable law), and (iv) any collateral security, guarantee or right of offset at any time held by the Shared Facility Agent, the Collateral Agent or any Shared Collateral other Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor , and (v) any other Shared action may be taken pursuant to the Collateral Agency and Intercreditor Agreement. None of the Collateral Agent, the Facility Agent and the other Secured Party Parties shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guaranty Agreement (Mirant Corp)

Amendments, etc. with respect to the Borrower Obligations. (a) Each Dex Shared The Borrower and each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Borrower or any Dex Shared Guarantor and without notice to or further assent by the Borrower or any Dex Shared Guarantor, any demand for payment of any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations made by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party may be rescinded by the Shared Collateral Administrative Agent or such Dex Shared Collateral Secured Party and any of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations continued, and the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party (with the consent of such of the Borrower and the Dex Guarantors as shall be required thereunder), and the Specified Hedge Agreements, the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Administrative Agent (or the RHDI Administrative Agent, the Dex East Administrative Agent, the Dex West Administrative Agent Required Lenders or the requisite Lenders under the applicable Credit Agreementall Lenders, as the case may be) may (with the consent of such of the Borrower and the Guarantors as shall be required thereunder) deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Administrative Agent or any Dex Shared Collateral Secured Party for the payment of the Dex Borrower Obligations or Guarantor Hedge Agreement Obligations may (with the consent of such of the Borrower and the Guarantor as shall be required thereunder) be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Administrative Agent nor any other Dex Shared Collateral Secured Party shall have any obligation shall, except to protectthe extent set forth in, secure, perfect or insure any Lien at any time held by it as security and for the Dex Borrower Obligations or for the guarantee contained in this Section 2 or any property subject thereto. (b) Each Universal Shared Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Universal Shared Guarantor and without notice to or further assent by any Universal Shared Guarantor, any demand for payment of any benefit of the Borrower Obligations made by the Shared Collateral Agent or any Shared Collateral Secured Party may be rescinded by the Shared Collateral Agent or such Shared Collateral Secured Party and any of the Borrower Obligations continued, and the Borrower Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Shared Collateral Agent or any Shared Collateral Secured Party and the Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Shared Collateral Agent (or the RHDI Administrative Agentparties to, the Dex East Administrative Agentagreements and instruments governing such Lien or guarantee, the Dex West Administrative Agent, the SuperMedia Administrative Agent or the requisite Lenders under the applicable Credit Agreement, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Shared Collateral Agent or any Shared Collateral Secured Party for the payment of the Borrower Obligations may be sold, exchanged, waived, surrendered or released. Neither the Shared Collateral Agent nor any other Shared Collateral Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Borrower Obligations or Guarantor Hedge Agreement Obligations or for the guarantee guarantees contained in this Section 2 or any property subject thereto.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Hanger Orthopedic Group Inc)

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