Without affecting the enforceability or effectiveness. of Section 6.01 hereof in accordance with its terms and without affecting, limiting, reducing, discharging or terminating the liability of such Subsidiary Guarantor, or the rights, remedies, powers and privileges of the Administrative Agent and the Banks under this Agreement, the Notes or any other agreement or instrument referred to herein or therein, the Administrative Agent and the Banks may, at any time and from time to time and without notice or demand of any kind or nature whatsoever: (i) amend, supplement, modify, extend, renew, waive, accelerate or otherwise change the time for payment or performance of, or the terms of, all or any part of the Guaranteed Obligations (including any increase or decrease in the rate or rates of interest on all or any part of the Guaranteed Obligations); (ii) amend, supplement, modify, extend, renew, waive or otherwise change, or enter into or give, any Basic Document or any agreement, security document, guarantee, approval, consent or other instrument with respect to all or any part of the Guaranteed Obligations, any Basic Document or any such other instrument or any term or provision of the foregoing (it being understood that this clause (ii) shall not be deemed to constitute a consent by any Subsidiary Guarantor to any such amendment with respect to any Basic Document to which it is a party); Credit Agreement (iii) accept or enter into new or additional agreements, security documents, guarantees (including letters of credit) or other instruments in addition to, in exchange for or relative to any Basic Document, all or any part of the Guaranteed Obligations or any collateral now or in the future serving as security for the Guaranteed Obligations; (iv) accept or receive (including from any other Subsidiary Guarantor) partial payments or performance on the Guaranteed Obligations (whether as a result of the exercise of any right, remedy, power or privilege or otherwise); (v) accept, receive and hold any additional collateral for all or any part of the Guaranteed Obligations (including from any other Guarantor); (vi) release, reconvey, terminate, waive, abandon, allow to lapse or expire, fail to perfect, subordinate, exchange, substitute, transfer, foreclose upon or enforce any collateral, security documents or guarantees (including letters of credit or the obligations of any other Subsidiary Guarantor) for or relative to all or any part of the Guaranteed Obligations; (vii) apply any collateral or the proceeds of any collateral or guarantee (including any letter of credit or the obligations of any other Subsidiary Guarantor) to all or any part of the Guaranteed Obligations in such manner and extent as the Administrative Agent or any Bank may in its discretion determine; (viii) release any Person (including any other Subsidiary Guarantor) from any personal liability with respect to all or any part of the Guaranteed Obligations; (ix) settle, compromise, release, liquidate or enforce upon such terms and in such manner as the Administrative Agent or the Banks may determine or as applicable law may dictate all or any part of the Guaranteed Obligations or any collateral on or guarantee (including any letter of credit issued with respect to) of all or any part of the Guaranteed Obligations; (x) consent to the merger or consolidation of, the sale of substantial assets by, or other restructuring or termination of the corporate existence of the Company or any other Person (including any other Subsidiary Guarantor); (xi) proceed against the Company, such or any other Subsidiary Guarantor or any other guarantor of (including any issuer of any letter of credit issued with respect to) all or any part of the Guaranteed Obligations or any collateral provided by any Person and exercise the right, remedies, powers and privileges of the Administrative Agent and the Banks under this Agreement, the Notes or any other agreement or instrument referred to herein or therein, or otherwise in such order and such manner as the Administrative Agent or any Bank may, in its discretion, determine, without any necessity to proceed upon or against or exhaust any collateral, right, remedy, power or privilege before proceeding to call upon or otherwise enforce Section 6.01 hereof as to any Subsidiary Guarantor; (xii) foreclose upon any deed of trust, mortgage or other instrument creating or granting liens on any interest in real property by judicial or nonjudicial sale or by deed in lieu of foreclosure, bid any amount or make no bid in any foreclosure sale or make any other election of remedies with respect to such liens or exercise any right of set-off; (xiii) obtain the appointment of a receiver with respect to any collateral for all or any part of the Guaranteed Obligations and apply the proceeds of such receivership as the Administrative Agent or any Bank may in its discretion determine (it being agreed that nothing in this clause (xiii) shall be deemed to make the Administrative Agent or any Bank a party in possession in contemplation of law, except at its option); (xiv) enter into such other transactions or business dealings with any other Subsidiary Guarantor, the Company, any Subsidiary or Affiliate of the Company or any other guarantor of all or any part of the Guaranteed Obligations as the Administrative Agent or any Bank may desire; and Credit Agreement (xv) do all or any combination of the actions set forth in this 6.02(a).
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Without affecting the enforceability or effectiveness. of Section 6.01 hereof this Agreement in accordance with its terms and without affecting, limiting, reducing, discharging or terminating the liability of such Subsidiary Guarantorany Obligor, or the rights, remedies, powers and privileges of the Administrative Agent and the Banks Lender Parties under this Agreement, the Notes or any other agreement or instrument referred to herein or therein, the Administrative Agent and the Banks Lender Parties may, at any time and from time to time and without notice or demand of any kind or nature whatsoever:
(i) amend, supplement, modify, extend, renew, waive, accelerate or otherwise change the time for payment or performance of, or the terms of, all or any part of the Guaranteed Secured Obligations (including any increase or decrease in the rate or rates of interest on all or any part of the Guaranteed Secured Obligations);
(ii) amend, supplement, modify, extend, renew, waive or otherwise change, or enter into or give, any Basic Document or any agreement, security document, guarantee, letter of credit, approval, consent or other instrument with respect to all or any part of the Guaranteed Secured Obligations, any Basic Document or any such other instrument or any term or provision of the foregoing (it being understood that this clause (ii) shall not be deemed to constitute a consent by any Subsidiary Guarantor to any such amendment with respect to any Basic Document to which it is a party); Credit Agreementforegoing;
(iii) accept or enter into new or additional agreements, security documents, guarantees (including guarantees, letters of credit) credit or other instruments in addition to, in exchange for or relative to any Basic Document, all or any part of the Guaranteed Secured Obligations or any collateral now or in the future serving as security for the Guaranteed Secured Obligations;
(iv) accept or receive (including from any other Subsidiary GuarantorObligor) partial payments or performance on the Guaranteed Secured Obligations (whether as a result of the exercise of any right, remedy, power or privilege or otherwise);
(v) accept, receive and hold any additional collateral for all or any part of the Guaranteed Secured Obligations (including from any other GuarantorObligor);
(vi) release, reconvey, terminate, waive, abandon, allow to lapse or expire, fail to perfect, subordinate, exchange, substitute, transfer, foreclose upon or enforce any collateral, security documents documents, guarantees or guarantees (including letters of credit or the obligations of any other Subsidiary Guarantor) for or relative to all or any part of the Guaranteed Secured Obligations;
(vii) apply any collateral or the proceeds of any collateral or collateral, guarantee (including any letter of credit or the obligations of any other Subsidiary GuarantorObligor) or letter of credit to all or any part of the Guaranteed Secured Obligations in such manner and extent as the Administrative Agent or any Bank Lender Party may in its discretion determine;
(viii) release any Person (including any other Subsidiary GuarantorObligor) from any personal liability with respect to all or any part of the Guaranteed Secured Obligations;
(ix) settle, compromise, release, liquidate or enforce upon such terms and in such manner as the Administrative Agent or the Banks Lender Parties may determine or as applicable law may dictate all or any part of the Guaranteed Secured Obligations or any collateral on collateral, guarantee or guarantee (including any letter of credit issued with respect to) of for or relative to all or any part of the Guaranteed ObligationsSecured Obligations (including as to any other Obligor);
(x) consent to the merger or consolidation of, the sale of substantial assets by, or other restructuring or termination of the corporate existence of the Company or any other Person (including any other Subsidiary GuarantorObligor);
(xi) proceed against the Company, such any Obligor or any other Subsidiary Guarantor Person or against any collateral, any other guarantor of (including any issuer of guarantee or any letter of credit issued with respect to) provided by any Person for or relative to all or any part of the Guaranteed Secured Obligations or any collateral provided by any Person and exercise the rightrights, remedies, powers and privileges of the Administrative Agent and Lender Parties under the Banks under this Agreement, the Notes or any other agreement or instrument referred to herein or therein, Basic Documents or otherwise in such order and such manner as the Administrative Agent or any Bank may, Lender Party may in its discretion, discretion determine, without any necessity first to proceed upon against any other Person or against any collateral or exhaust to enforce any collateral, right, remedy, power or privilege before proceeding to call upon or otherwise enforce Section 6.01 hereof as to any Subsidiary Guarantorother Person or collateral before commencing to proceed against or otherwise to enforce this Agreement as to any Obligor;
(xii) foreclose upon any deed of trust, mortgage or other instrument creating or granting liens Liens on any interest in real property by judicial or nonjudicial sale or by deed in lieu of foreclosure, bid any amount or make no bid in any foreclosure sale or make any other election of remedies with respect to such liens those Liens or exercise any right of set-off;
(xiii) obtain the appointment of a receiver with respect to any collateral for all or any part of the Guaranteed Secured Obligations and apply the proceeds of such that receivership as the Administrative Agent or any Bank Lender Party may in its discretion determine (it being agreed that nothing in this clause (xiii) shall be deemed to make the Administrative Agent or any Bank Lender Party a party in possession in contemplation of law, except at its option);
(xiv) enter into such other transactions or business dealings with the Company, any other Subsidiary Guarantor, the CompanyObligor, any Subsidiary or Affiliate of the Company or any other guarantor of all or Person as any part of the Guaranteed Obligations as the Administrative Agent or any Bank Lender Party may desire; and Credit Agreementand
(xv) do all or any combination of the actions set forth in this 6.02(aSection 3.02(a).
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