Common use of WITH RESPECT TO THE SECURED OBLIGATIONS Clause in Contracts

WITH RESPECT TO THE SECURED OBLIGATIONS. The Company shall remain obligated hereunder, and the Collateral shall remain subject to the Lien granted hereby, notwithstanding that, without any reservation of rights against the Company, and without notice to or further assent by the Company, any demand for payment of any of the Secured Obligations made by the Bank may be rescinded by the Bank, and any of the Secured Obligations continued, and the Secured Obligations, or the liability of the Issuer or any other Person upon or for any part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 Bank, and the Loan Agreement, the Note and any other Loan Document may be amended, modified, supplemented or terminated, in whole or in part, as the Bank may deem advisable from time to time, and any guarantee, right of offset or other collateral at any time held by the Bank for the payment of the Secured Obligations may be sold, exchanged, waived, surrendered or released. The Bank shall have no obligation to protect, secure, perfect or insure any other Lien at any time held by it as security for the Secured Obligations or any property subject thereto. The Company waives any and all notice of the creation, renewal, extension or accrual of any of the Secured Obligations and notice of or proof of reliance by the Bank upon this Pledge Agreement; the Secured Obligations, and any of them, shall conclusively be deemed to have been created, contracted or incurred in reliance upon this Pledge Agreement; and all dealings between the Issuer, the Company and the Bank shall likewise be conclusively presumed to have been had or consummated in reliance upon this Pledge Agreement. The Company waives diligence, presentment, protest, demand for payment and notice of default or nonpayment to or upon the Issuer or the Company with respect to the Secured Obligations.

WITH RESPECT TO THE SECURED OBLIGATIONS. The Company Pledgor shall remain obligated hereunder, and the Collateral shall remain subject to the Lien granted hereby, notwithstanding that, without any reservation of rights against the CompanyPledgor, and without notice to or further assent by the CompanyPledgor, any demand for payment of any of the Secured Obligations made by the Bank Administrative Agent or any Lender may be rescinded by the BankAdministrative Agent or such Lender, and any of the Secured Obligations continued, and the Secured Obligations, or the liability of the Issuer Pledgor or 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 surrendered, or released by the BankAdministrative Agent or any Lender, and the Loan Amended and Restated Credit Agreement, the Note Notes, any other Loan Documents and any other Loan Document documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Bank Lenders (or the Required Lenders, as the case may be) may deem advisable from time to time, and any guarantee, right of offset or other collateral security at any time held by the Bank Administrative Agent or any Lender for the payment of the Secured Obligations may be sold, exchanged, waived, surrendered or released. The Bank Neither the Administrative Agent nor any Lender shall have no any obligation to protect, secure, perfect or insure any other Lien at any time held by it as security for the Secured Obligations or any property subject thereto. The Company Pledgor waives any and all notice of the creation, renewal, extension or accrual of any of the Secured Obligations and notice of or proof of reliance by the Bank Administrative Agent or any Lender upon this Pledge Agreement; the Secured Obligations, and any of them, shall conclusively be deemed to have been created, contracted or incurred in reliance upon this Pledge Agreement; and all dealings between the IssuerPledgor, on the Company one hand, and the Bank Administrative Agent and the Lenders, on the other, shall likewise be conclusively presumed to have been had or consummated in reliance upon this Pledge Agreement. The Company Pledgor waives diligence, presentment, protest, demand for payment and notice of default or nonpayment to or upon the Issuer or the Company Pledgor with respect to any of the Secured Obligations.

WITH RESPECT TO THE SECURED OBLIGATIONS. The Company Pledgors shall remain obligated hereunder, and the Collateral shall remain subject to the Lien granted hereby, notwithstanding that, without any reservation of rights against the CompanyPledgors, and without notice to or further assent by the CompanyPledgors, any demand for payment of any of the Secured Obligations made by the Bank Administrative Agent or any Lender may be rescinded by the BankAdministrative Agent or such Lender, and any of the Secured Obligations continued, and the Secured Obligations, or the liability of the Issuer Pledgors or 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 surrendered, or released by the BankAdministrative Agent or any Lender, and the Loan Credit Agreement, the Note Notes, any other Loan Documents and any other Loan Document documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Bank Lenders (or the Required Lenders, as the case may be) may deem advisable from time to time, and any guarantee, right of offset or other collateral security at any time held by the Bank Administrative Agent or any Lender for the payment of the Secured Obligations may be sold, exchanged, waived, surrendered or released. The Bank Neither the Administrative Agent nor any Lender shall have no any obligation to protect, secure, perfect or insure any other Lien at any time held by it as security for the Secured Obligations or any property subject thereto. The Company waives Pledgors waive any and all notice of the creation, renewal, extension or accrual of any of the Secured Obligations and notice of or proof of reliance by the Bank Administrative Agent or any Lender upon this Pledge Agreement; the Secured Obligations, and any of them, shall conclusively be deemed to have been created, contracted or incurred in reliance upon this Pledge Agreement; and all dealings between the IssuerPledgors, on the Company one hand, and the Bank Administrative Agent and the Lenders, on the other, shall likewise be conclusively presumed to have been had or consummated in reliance upon this Pledge Agreement. The Company waives Pledgors waive diligence, presentment, protest, demand for payment and notice of default or nonpayment to or upon the Issuer or the Company Pledgors with respect to any of the Secured Obligations.

WITH RESPECT TO THE SECURED OBLIGATIONS. The Company Pledgor shall remain obligated hereunder, and the Collateral shall remain subject to the Lien granted hereby, notwithstanding that, without any reservation of rights against the CompanyPledgor, and without notice to or further assent by the CompanyPledgor, any demand for payment of any of the Secured Obligations made by the Bank Collateral Agent or any Secured Party, may be rescinded by the BankCollateral Agent, and any of the Secured Obligations continued, and the Secured Obligations, or the liability of the Issuer Pledgor or 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 surrendered, or released by the BankCollateral Agent, and the Loan AgreementCredit Agreements, the Note Notes, any other Transaction Documents and any other Loan Document documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Bank Secured Parties (or the Required Secured Parties, as the case may be) may deem advisable from time to time, and any guarantee, right of offset or other collateral security at any time held by the Bank 10 Collateral Agent for the payment of the Secured Obligations may be sold, exchanged, waived, surrendered or released. The Bank Neither the Collateral Agent nor any Secured Party shall have no any obligation to protect, secure, perfect or insure any other Lien at any time held by it as security for the Secured Obligations or any property subject thereto. The Company Pledgor waives any and all notice of the creation, renewal, extension or accrual of any of the Secured Obligations and notice of or proof of reliance by the Bank Collateral Agent or any Secured Party upon this Pledge Agreement; the Secured Obligations, and any of them, shall conclusively be deemed to have been created, contracted or incurred in reliance upon this Pledge Agreement; and all dealings between the IssuerPledgor, on the Company one hand, and the Bank Collateral Agent and the Secured Parties, on the other, shall likewise be conclusively presumed to have been had or consummated in reliance upon this Pledge Agreement. The Company Pledgor waives diligence, presentment, protest, demand for payment and notice of default or nonpayment to or upon the Issuer or the Company Pledgor with respect to the Secured Obligations.

WITH RESPECT TO THE SECURED OBLIGATIONS. The Company Each Guarantor shall remain obligated hereunder, and the Collateral shall remain subject to the Lien granted hereby, hereunder notwithstanding that, without any reservation of rights against the Company, any Guarantor and without notice to or further assent by the Companyany Guarantor, any demand for payment of any of the Secured Obligations made by the Bank Administrative Agent or any Lender may be rescinded by the Bank, Administrative Agent or such Lender and any of the Secured Obligations continued, and the Secured Obligations, or the liability of the Issuer or any other Person upon or for any part thereof, or any collateral security or guarantee guaranty 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 BankAdministrative Agent or any Lender, and the Credit Agreement and the other Loan Agreement, the Note Documents and any other Loan Document documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Bank Administrative Agent (or the Required Lenders or all the Lenders, as the case may be) may deem advisable from time to time, and . Neither the Administrative Agent nor any guarantee, right of offset or other collateral at any time held by the Bank for the payment of the Secured Obligations may be sold, exchanged, waived, surrendered or released. The Bank Lender shall have no any obligation to protect, secure, perfect or insure any other Lien at any time held by it as security for the Secured Obligations or for the guaranty contained in this Section 2 or any property subject thereto. The Company waives Administrative Agent or any Lender may, from time to time, at its sole discretion and without notice to any Guarantor (or any of them), take any or all notice of the creationfollowing actions: (a) retain or obtain a security interest in any property to secure any of the Secured Obligations or any obligation hereunder, renewal(b) retain or obtain the primary or secondary obligation of any obligor or obligors, extension in addition to the undersigned, with respect to any of the Secured Obligations, (c) extend or accrual renew any of the Secured Obligations for one or more periods (whether or not longer than the original period), alter or exchange any of the Secured Obligations, or release or compromise any obligation of any of the undersigned hereunder or any obligation of any nature of any other obligor with respect to any of the Secured Obligations, (d) release any guaranty or right of offset or its security interest in, or surrender, release or permit any substitution or exchange for, all or any part of any property securing any of the Secured Obligations or any obligation hereunder, or extend or renew for one or more periods (whether or not longer than the original period) or release, compromise, alter or exchange any obligations of any nature of any obligor with respect to any such property, and (e) resort to the undersigned (or any of them) for payment of any of the Secured Obligations and notice when due, whether or not the Administrative Agent or such Lender shall have resorted to any property securing any of the Secured Obligations or proof any obligation hereunder or shall have proceeded against any other of reliance by the Bank upon this Pledge Agreement; undersigned or any other obligor primarily or secondarily obligated with respect to any of the Secured Obligations, and any of them, shall conclusively be deemed to have been created, contracted or incurred in reliance upon this Pledge Agreement; and all dealings between the Issuer, the Company and the Bank shall likewise be conclusively presumed to have been had or consummated in reliance upon this Pledge Agreement. The Company waives diligence, presentment, protest, demand for payment and notice of default or nonpayment to or upon the Issuer or the Company with respect to the Secured Obligations.15024978\V-5

WITH RESPECT TO THE SECURED OBLIGATIONS. The Company Pledgor shall remain obligated hereunder, and the Collateral shall remain subject to the Lien granted hereby, notwithstanding that, without any reservation of rights against the CompanyPledgor, and without notice to or further assent by the CompanyPledgor, any demand for payment of any of the Secured Obligations made by the Bank Administrative Agent or any Lender may be rescinded by the BankAdministrative Agent or such Lender, and any of the Secured Obligations continued, and the Secured Obligations, or the liability of the Issuer Pledgor or 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 surrendered, or released by the BankAdministrative Agent or any Lender, and the Loan Credit Agreement, the Note Notes, any other Loan Documents and any other Loan Document documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Bank Lenders (or the Required Lenders, as the case may be) may deem advisable from time to time, and any guarantee, right of offset or other collateral security at any time held by the Bank Administrative Agent or any Lender for the payment of the Secured Obligations may be sold, exchanged, waived, surrendered or released. The Bank Neither the Administrative Agent nor any Lender shall have no any obligation to protect, secure, perfect or insure any other Lien at any time held by it as security for the Secured Obligations or any property subject thereto. The Company Pledgor waives any and all notice of the creation, renewal, extension or accrual of any of the Secured Obligations and notice of or proof of reliance by the Bank Administrative Agent or any Lender upon this Pledge Agreement; the Secured Obligations, and any of them, shall conclusively be deemed to have been created, contracted or incurred in reliance upon this Pledge Agreement; and all dealings between the IssuerPledgor, on the Company one hand, and the Bank Administrative Agent and the Lenders, on the other, shall likewise be conclusively presumed to have been had or consummated in reliance upon this Pledge Agreement. The Company Pledgor waives diligence, presentment, protest, demand for payment and notice of default or nonpayment to or upon the Issuer or the Company Pledgor with respect to any of the Secured Obligations.

WITH RESPECT TO THE SECURED OBLIGATIONS. The Company Pledgor shall remain obligated hereunder, and the Collateral shall remain subject to the Lien granted hereby, notwithstanding that, without any reservation of rights against the CompanyPledgor, and without notice to or further assent by the CompanyPledgor, any demand for payment of any of the Secured Obligations made by the Bank Collateral Agent or any Secured Party, may be rescinded by the BankCollateral Agent, and any of the Secured Obligations continued, and the Secured Obligations, or the liability of the Issuer Pledgor or 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 surrendered, or released by the BankCollateral Agent, and the Loan AgreementCredit Agreements, the Note Notes, any other Transaction Documents and any other Loan Document documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Bank Secured Parties (or the Required Secured Parties, as the case may be) may deem advisable from time to time, and any guarantee, right of offset or other collateral security at any time held by the Bank Collateral Agent for the payment of the Secured Obligations may be sold, exchanged, waived, surrendered or released. The Bank Neither the Collateral Agent nor any Secured Party shall have no any obligation to protect, secure, perfect or insure any other Lien at any time held by it as security for the Secured Obligations or any property subject thereto. The Company Pledgor waives any and all notice of the creation, renewal, extension or accrual of any of the Secured Obligations and notice of or proof of reliance by the Bank Collateral Agent or any Secured Party upon this Pledge Agreement; the Secured Obligations, and any of them, shall conclusively be deemed to have been created, contracted or incurred in reliance upon this Pledge Agreement; and all dealings between the IssuerPledgor, on the Company one hand, and the Bank Collateral Agent and the Secured Parties, on the other, shall likewise be conclusively presumed to have been had or consummated in reliance upon this Pledge Agreement. The Company Pledgor waives diligence, presentment, protest, demand for payment and notice of default or nonpayment to or upon the Issuer or the Company Pledgor with respect to the Secured Obligations.