Common use of Consent by Guarantor Clause in Contracts

Consent by Guarantor. Each Guarantor hereby consents and agrees that, without the necessity of any reservation of rights against such Guarantor and without notice to or further assent by such Guarantor, any demand for payment of any of the Guaranteed Obligations made by the Agents, the Collateral Agent or any Bank may be rescinded by the Banks (or the Agents or Collateral Agent on behalf of the Banks) and any of the Guaranteed Obligations continued, and the Guaranteed Obligations, or the liability of any other party 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 Banks (or the Agents or the Collateral Agent on behalf of the Banks); and the Credit Agreement or any other Credit Document, or other guarantee or documents in connection therewith, or any of them, may be amended, modified, supplemented or terminated, in whole or in part, as the Banks (or the Agents or Collateral Agent on behalf of the Banks) may deem advisable from time to time (in accordance with the terms thereof); and any Guarantee or right of offset or any collateral may be sold, exchanged, waived, surrendered or released, all without the necessity of any reservation of rights against such Guarantor and without notice to or further assent by such Guarantor, which will remain bound hereunder, notwithstanding any such renewal, extension, modification, acceleration, compromise, amendment, supplement, termination, sale, exchange, waiver, surrender or release. Neither the Banks, the Agents nor the Collateral Agent shall have any obligation to protect, secure, perfect or insure any collateral or property at any time held as security for the Guaranteed Obligations or this Guarantee. When making any demand hereunder against any Guarantor, the Agents, the Collateral Agent or the Banks may, but shall be under no obligation to, make a similar demand on any other Credit Party or any such other guarantor, and any failure by the Agents, the Collateral Agent or the Banks to make any such demand or to collect any payments from such other Credit Party or any such other guarantor or any release of such other Credit Party or any such other guarantor or of each Guarantor's obligations or liabilities hereunder shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Agents, the Collateral Agent or the Banks against each Guarantor hereunder. For the purposes hereof "demand" shall include the commencement and continuance of any legal proceedings.

Consent by Guarantor. Each The Guarantor hereby consents and agrees that, without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, any demand for payment of any of the Guaranteed Obligations made by the Agents, the Collateral Agent or any Bank may be rescinded by the Banks (or the Agents or Collateral Agent on behalf of the Banks) and any of the Guaranteed Obligations continued, and the Guaranteed Obligations, or the liability of any other party 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 Banks (or the Agents or the Collateral Agent on behalf of the Banks); and the Credit Agreement or any other Credit Document, or other guarantee or documents in connection therewith, or any of them, may be amended, modified, supplemented or terminated, in whole or in part, as the Banks (or the Agents or Collateral Agent on behalf of the Banks) may deem advisable from time to time (in accordance with the terms thereof); and any Guarantee or right of offset or any collateral may be sold, exchanged, waived, surrendered or released, all without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, which will remain bound hereunder, notwithstanding any such renewal, extension, modification, acceleration, compromise, amendment, supplement, termination, sale, exchange, waiver, surrender or release. Neither the Banks, Banks nor the Agents nor or the Collateral Agent shall have any obligation to protect, secure, perfect or insure any collateral or property at any time held as security for the Guaranteed Obligations or this Guarantee. When making any demand hereunder against any the Guarantor, the Agents, the Collateral Agent or the Banks may, but shall be under no obligation to, make a similar demand on any other Credit Party or any such other guarantor, and any failure by the Agents, the Collateral Agent or the Banks to make any such demand or to collect any payments from such other Credit Party or any such other guarantor or any release of such other Credit Party or any such other guarantor or of each the Guarantor's obligations or liabilities hereunder shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Agents, the Collateral Agent or the Banks against each the Guarantor hereunder. For the purposes hereof "demand" shall include the commencement and continuance of any legal proceedings.

Consent by Guarantor. Each The Guarantor hereby consents and agrees that, without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, any demand for payment of any of the Guaranteed Obligations made by the Agents, the Collateral Agent Agents or any Bank Lender may be rescinded by the Banks Lenders (or the Agents or Collateral Agent on behalf of the BanksLenders) and any of the Guaranteed Obligations continued, and the Guaranteed Obligations, or the liability of any other party 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 Banks Lenders (or the Agents or the Collateral Agent on behalf of the BanksLenders); and the Credit Agreement or any other Credit Loan Document, or other guarantee or documents in connection therewith, or any of them, may be amended, modified, supplemented or terminated, in whole or in part, as the Banks Lenders (or the Agents or Collateral Agent on behalf of the BanksLenders) may deem advisable from time to time (in accordance with the terms thereof); and any Guarantee or right of offset or any collateral may be sold, exchanged, waived, surrendered or released, all without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, which will remain bound hereunder, notwithstanding any such renewal, extension, modification, acceleration, compromise, amendment, supplement, termination, sale, exchange, waiver, surrender or release. Neither the Banks, Lenders nor the Agents nor the Collateral Agent shall have any obligation to protect, secure, perfect or insure any collateral or property at any time held as security for the Guaranteed Obligations or this Guarantee. When making any demand hereunder against any the Guarantor, the Agents, the Collateral Agent Agents or the Banks Lenders may, but shall be under no obligation to, make a similar demand on any other Credit Loan Party or any such other guarantor, and any failure by the Agents, the Collateral Agent Agents or the Banks Lenders to make any such demand or to collect any payments from such other Credit Loan Party or any such other guarantor or any release of such other Credit Loan Party or any such other guarantor or of each the Guarantor's obligations or liabilities hereunder shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Agents, the Collateral Agent Agents or the Banks Lenders against each the Guarantor hereunder. For the purposes hereof "demand" shall include the commencement and continuance of any legal proceedings.

Consent by Guarantor. Each The Guarantor hereby consents and agrees that, without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, any demand for payment of any of the Guaranteed Obligations made by the AgentsAgent, the Collateral Agent or any Bank may be rescinded by the Banks (or the Agents Agent or Collateral Agent on behalf of the Banks) and any of the Guaranteed Obligations continued, and the Guaranteed Obligations, or the liability of any other party 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 Banks (or the Agents Agent or the Collateral Agent on behalf of the Banks); and the Credit Agreement or any other of the Credit Document, or other guarantee or documents in connection therewith, or any of them, may be amended, modified, supplemented or terminated, in whole or in part, as the Banks (or the Agents Agent or Collateral Agent on behalf of the Banks) may deem advisable from time to time (in accordance with the terms thereof)time; and any Guarantee (subject to Section 11.04 of the Credit Agreement) or right of offset or any collateral Collateral may be sold, exchanged, waived, surrendered or released, all without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, which will remain bound hereunder, notwithstanding any such renewal, extension, modification, acceleration, compromise, amendment, supplement, termination, sale, exchange, waiver, surrender or release. Neither the Banks, Banks nor the Agents nor Agent or the Collateral Agent shall have any obligation to protect, secure, perfect or insure any collateral Collateral or property at any time held as security for the Guaranteed guaranteed Obligations or this GuaranteeGuarantee (other than the exercise of reasonable care in the custody and preservation of the Pledged Collateral referred to in the Holdings Pledge Agreement). When making any demand hereunder against any the Guarantor, the AgentsAgent, the Collateral Agent or the Banks may, but shall be under no obligation to, make a similar demand on any other Credit Party or any such DRAFT: March 21, 1997 H:\WPCDOCS\1186\141471 other guarantor, and any failure by the Agentsthe Agent, the Collateral Agent or the Banks to make any such demand or to collect any payments from any such other Credit Party or any such other guarantor or any release of such other Credit Party or any such other guarantor or of each the Guarantor's obligations or liabilities hereunder shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Agents, the Collateral Agent or the Banks against each the Guarantor hereunder. For the purposes hereof "demand" shall include the commencement and continuance of any legal proceedings.

Consent by Guarantor. Each The Guarantor hereby consents and agrees that, without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, any demand for payment of any of the Guaranteed Obligations made by the AgentsAgent, the Collateral Agent or any Bank may be rescinded by the Banks (or the Agents Agent or Collateral Agent on behalf of the Banks) and any of the Guaranteed Obligations continued, and the Guaranteed Obligations, or the liability of any other party 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 Banks (or the Agents Agent or the Collateral Agent on behalf of the Banks); and the Credit Agreement or any other Credit Document, or other guarantee or documents in connection therewith, or any of them, may be amended, modified, supplemented or terminated, in whole or in part, as the Banks (or the Agents Agent or Collateral Agent on behalf of the Banks) may deem advisable from time to time (in accordance with the terms thereof)time; and any Guarantee (subject to Section 11.04 of the Credit Agreement) or right of offset or any collateral Collateral may be sold, exchanged, waived, surrendered or released, all without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, which will remain bound hereunder, notwithstanding any such renewal, extension, modification, acceleration, compromise, amendment, supplement, termination, sale, exchange, waiver, surrender or release. Neither the Banks, Banks nor the Agents nor Agent or the Collateral Agent shall have any obligation to protect, secure, perfect or insure any collateral Collateral or property at any time held as security for the Guaranteed Obligations or this Guarantee. When making (other than the exercise of reasonable care in the custody and preservation of collateral as provided in any demand hereunder against any Guarantor, the Agents, the Collateral Agent or the Banks may, but shall be under no obligation to, make a similar demand on any other Credit Party or any such other guarantor, and any failure by the Agents, the Collateral Agent or the Banks to make any such demand or to collect any payments from such other Credit Party or any such other guarantor or any release of such other Credit Party or any such other guarantor or of each Guarantor's obligations or liabilities hereunder shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Agents, the Collateral Agent or the Banks against each Guarantor hereunder. For the purposes hereof "demand" shall include the commencement and continuance of any legal proceedings.Credit

Consent by Guarantor. Each The Guarantor hereby consents and agrees that, without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, any demand for payment of any of the Guaranteed Obligations made by the Agents, the Collateral Agent or any Bank Lender may be rescinded by the Banks Lenders (or the Agents or Collateral Agent on behalf of the BanksLenders) and any of the Guaranteed Obligations continued, and the Guaranteed Obligations, or the liability of any other party 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 Banks Lenders (or the Agents or the Collateral Agent on behalf of the BanksLenders); and the Credit Agreement or any other Credit Loan Document, or other guarantee or documents in connection therewith, or any of them, may be amended, modified, supplemented or terminated, in whole or in part, as the Banks Lenders (or the Agents or Collateral Agent on behalf of the BanksLenders) may deem advisable from time to time (in accordance with the terms thereof); and any Guarantee or right of offset or any collateral may be sold, exchanged, waived, surrendered or released, all without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, which will remain bound hereunder, notwithstanding any such renewal, extension, modification, acceleration, compromise, amendment, supplement, termination, sale, exchange, waiver, surrender or release. Neither the Banks, Lenders nor the Agents nor the Collateral Agent shall have any obligation to protect, secure, perfect or insure any collateral or property at any time held as security for the Guaranteed Obligations or this Guarantee. When making any demand hereunder against any the Guarantor, the Agents, the Collateral Agent Agents or the Banks Lenders may, but shall be under no obligation to, make a similar demand on any other Credit Loan Party or any such other guarantor, and any failure by the Agents, the Collateral Agent Agents or the Banks Lenders to make any such demand or to collect any payments from such other Credit Loan Party or any such other guarantor or any release of such other Credit Loan Party or any such other guarantor or of each the Guarantor's obligations or liabilities hereunder shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Agents, the Collateral Agent Agents or the Banks Lenders against each the Guarantor hereunder. For the purposes hereof "demand" shall include the commencement and continuance of any legal proceedings.

Consent by Guarantor. Each The Guarantor hereby consents and agrees that, without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, any demand for payment of any of the Guaranteed Obligations made by the AgentsAgent, the Collateral Agent or any Bank may be rescinded by the Banks (or the Agents Agent or Collateral Agent on behalf of the Banks) and any of the Guaranteed Obligations continued, and the Guaranteed Obligations, or the liability of any other party 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 Banks (or the Agents Agent or the Collateral Agent on behalf of the Banks); and the Credit Agreement or any other Credit Document, or other guarantee or documents in connection therewith, or any of them, may be amended, modified, supplemented or terminated, in whole or in part, as the Banks (or the Agents Agent or Collateral Agent on behalf of the Banks) may deem advisable from time to time (in accordance with the terms thereof)time; and any Guarantee (subject to Section 11.04 of the Credit Agreement) or right of offset or any collateral Collateral may be sold, exchanged, waived, surrendered or released, all without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, which will remain bound hereunder, notwithstanding any such renewal, extension, modification, acceleration, compromise, amendment, supplement, termination, sale, exchange, waiver, surrender or release. Neither the Banks, Banks nor the Agents nor Agent or the Collateral Agent shall have any obligation to protect, secure, perfect or insure any collateral Collateral or property at any time held as security for the Guaranteed Obligations or this Guarantee(other than the exercise of reasonable care in the custody and preservation of collateral as provided in any of the Credit Documents). When making any demand hereunder against any the Guarantor, the AgentsAgent, the Collateral Agent or the Banks may, but shall be under no obligation to, make a similar demand on any other Credit Party or any such other guarantor, and any failure by the AgentsAgent, the Collateral Agent or the Banks to make any such demand or to collect any payments from such other Credit Party or any such other guarantor or any release of such other Credit Party or any such other guarantor or of each the Guarantor's obligations or liabilities hereunder shall not impair DRAFT: March 21, 1997 H:\WPCDOCS\1186\141591 or affect the rights and remedies, express or implied, or as a matter of law, of the Agents, the Collateral Agent or the Banks against each the Guarantor hereunder. For the purposes hereof "demand" shall include the commencement and continuance of any legal proceedings.

Consent by Guarantor. Each The Guarantor hereby consents and agrees that, without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, any demand for payment of any of the Guaranteed Obligations made by the AgentsAgent, the Collateral Agent or any Bank may be rescinded by the Banks (or the Agents Agent or Collateral Agent on behalf of the Banks) and any of the Guaranteed Obligations continued, and the Guaranteed Obligations, or the liability of any other party 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 Banks (or the Agents Agent or the Collateral Agent on behalf of the Banks); and the Credit Agreement or any other of the Credit Document, or other guarantee or documents in connection therewith, or any of them, may be amended, modified, supplemented or terminated, in whole or in part, as the Banks (or the Agents Agent or Collateral Agent on behalf of the Banks) may deem advisable from time to time (in accordance with the terms thereof)time; and any Guarantee (subject to Section 11.04 of the Credit Agreement) or right of offset or any collateral Collateral may be sold, exchanged, waived, surrendered or released, all without the necessity of any reservation of rights against such the Guarantor and without notice to or further assent by such the Guarantor, which will remain bound hereunder, notwithstanding any such renewal, extension, modification, acceleration, compromise, amendment, supplement, termination, sale, exchange, waiver, surrender or release. Neither the Banks, Banks nor the Agents nor Agent or the Collateral Agent shall have any obligation to protect, secure, perfect or insure any collateral Collateral or property at any time held as security for the Guaranteed guaranteed Obligations or this GuaranteeGuarantee (other than the exercise of reasonable care in the custody and preservation of the Pledged Collateral referred to in the Holdings Pledge Agreement). When making any demand hereunder against any the Guarantor, the AgentsAgent, the Collateral Agent or the Banks may, but shall be under no obligation to, make a similar demand on any other Credit Party or any such other guarantor, and any failure by the Agentsthe Agent, the Collateral Agent or the Banks to make any such demand or to collect any payments from any such other Credit Party or any such other guarantor or any release of such other Credit Party or any such other guarantor or of each the Guarantor's obligations or liabilities hereunder shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Agents, the Collateral Agent or the Banks against each the Guarantor hereunder. For the purposes hereof "demand" shall include the commencement and continuance of any legal proceedings.