Common use of Survival Severability Clause in Contracts

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders of the Loans, and the execution and delivery to the Lenders of any Notes evidencing such Loans, regardless of any investigation made by the Secured Parties or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have not been terminated. (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Transaction Document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders Issuer of the LoansNotes, and the execution and delivery of the Notes to the Lenders of any Notes evidencing such LoansNoteholders, regardless of any investigation made by the Secured Parties or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have Facility has not been terminated. (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Guarantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Transaction Document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders Issuer of the LoansNotes, and the execution and delivery of the Notes to the Lenders of any Notes evidencing such LoansNoteholders, regardless of any investigation made by the Secured Parties or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have Facility has not been terminated. (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Subordinated Creditors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement, the Note Purchase Agreement or any other Loan Transaction Document (ia) shall be considered to have been relied upon by the Lenders and the other Secured Parties Noteholders and shall survive the making by the Lenders purchase of the LoansNotes, and the execution and delivery to the Lenders Noteholders of any Notes evidencing such LoansNotes, regardless of any investigation made by the Secured Parties or on their behalfNoteholders, and (iib) shall continue in full force and effect as long as any of any of the Obligations is Notes are outstanding and unpaid or and the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have Facility has not been terminated. (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders of the Loans, and the execution and delivery to the Lenders of any Notes evidencing such Loans, regardless of any investigation made by the Secured Parties or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have not been terminated. . (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result. Section 4.03.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Credit Parties herein and in the certificates or other instruments prepared or delivered in connection correction with or pursuant to this Agreement, the Note Purchase Agreement or any other Loan Transaction Document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties Noteholders and shall survive the making by the Lenders purchase of the LoansNotes, and the execution and delivery to the Lenders Noteholders of any Notes evidencing such LoansNotes, regardless of any investigation made by the Secured Parties or on their behalfNoteholders, and (ii) shall continue in full force and effect as long as any of the Obligations is Notes are outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have not been terminatedunpaid. (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Guarantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Transaction Document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders Co-Issuers of the LoansNotes, and the execution and delivery of the Notes to the Lenders of any Notes evidencing such LoansNoteholders, regardless of any investigation made by the Secured Parties or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have Facility has not been terminated. . (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result. Section 4.03.

Survival Severability. (aA) All covenants, agreements, representations and warranties made by the Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties Lender and shall survive the making by the Lenders Lender of the Loans, and the execution and delivery to the Lenders Lender of any Notes evidencing such Loans, regardless of any investigation made by the Secured Parties or on their behalfbehalf of the Lender, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have Commitment has not been terminated. (bB) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith 7 to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Transaction Document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders Co-Issuers of the LoansNotes, and the execution and delivery of the Notes to the Lenders of any Notes evidencing such LoansNoteholders, regardless of any investigation made by the Secured Parties or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have Facility has not been terminated. . (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result. Section 4.03.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or Agreement, any other Loan Document or any Banking Services document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders of the LoansLoans or the extension of any credit under any Banking Services document, and the execution and delivery to the Lenders of any Notes evidencing such Loans, regardless of any investigation made by the Secured Parties or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments and the Banking Services Obligations have not been terminated. (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Subordinated Creditors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or Agreement, any other Loan Document or any Banking Services document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders of the Loans, and the execution and delivery to the Lenders of any Notes evidencing such Loans, regardless of any investigation made by the Secured Parties Administrative Agent, the Collateral Agent, the Issuing Bank, or any Lender or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or unpaid, the LC Exposure does not equal zero and as long as zero, the Revolving Credit Commitments have not been terminatedterminated and there shall be no outstanding Banking Services Obligations. (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Pledgors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Document (i) shall be considered to have been relied upon by the Lenders Collateral Agent and the other Secured Parties and shall survive the making by the Lenders of the Loans, and the execution and delivery to the Lenders of any Notes evidencing such Loans, regardless of any investigation made by the Secured Parties or on their behalf, and (ii) shall continue in full force and effect as long as the principal of or any of the Obligations is outstanding and unpaid accrued interest on any Loan or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have not been terminated.any other fee or amount payable under this Agreement or any other Loan Document is (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result. Section 3.04.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Credit Parties herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement, the Note Purchase Agreement or any other Loan Transaction Document (ia) shall be considered to have been relied upon by the Lenders and the other Secured Parties Noteholders and shall survive the making by the Lenders purchase of the LoansNotes, and the execution and delivery to the Lenders Noteholders of any Notes evidencing such LoansNotes, regardless of any investigation made by the Secured Parties or on their behalfNoteholders, and (iib) shall continue in full force and effect as long as any of any of the Obligations is Notes are outstanding and unpaid or and the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have Facility has not been terminated. (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Credit Parties herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement, the Note Purchase Agreement or any other Loan Transaction Document (ia) shall be considered to have been relied upon by the Lenders and the other Secured Parties Noteholders and shall survive the making by the Lenders purchase of the LoansNotes, and the execution and delivery to the Lenders Noteholders of any Notes evidencing such LoansNotes, regardless of any investigation made by the Secured Parties or on their behalfNoteholders, and (iib) shall continue in full force and effect as long as any of any of the Obligations is Notes are outstanding and unpaid or and the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have Facility has not been terminated. . (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.. 6

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Credit Parties herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or Agreement, any other Loan Document or any Banking Services document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders of the Loans, and the execution and delivery to the Lenders of any Notes evidencing such Loans, regardless of any investigation made by the Secured Parties Administrative Agent, the Collateral Agent, the Issuing Bank, or any Lender or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or unpaid, the LC Exposure does not equal zero and as long as zero, the Revolving Credit Commitments have not been terminatedterminated and there shall be no outstanding Banking Services Obligations. (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result.

Survival Severability. (a) All covenants, agreements, representations and warranties made by the Guarantor Guarantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Document (i) shall be considered to have been relied upon by the Lenders and the other Secured Parties and shall survive the making by the Lenders of the Loans, and the execution and delivery to the Lenders of any Notes evidencing such Loans, regardless of any investigation made by the Secured Parties or on their behalf, and (ii) shall continue in full force and effect as long as any of the Obligations is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Revolving Credit Commitments have not been terminated. . (b) Any provision of this Agreement that is illegal, invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without invalidating the remaining provisions hereof or affecting the legality, validity or enforceability of such provisions in any other jurisdiction. The parties hereto agree to negotiate in good faith to replace any illegal, invalid or unenforceable provision of this Agreement with a legal, valid and enforceable provision that, to the extent possible, will preserve the economic bargain of this Agreement, or to otherwise amend this Agreement to achieve such result. Section 4.03.