Sunoco 2013 Annual Report Download - page 292

E–5
Documents are applicable to the Guarantor by their terms and shall be imposed upon the Guarantor,
and the Guarantor reaffirms that each such representation and warranty is true and correct and
covenants and agrees to promptly and properly perform, observe, and comply with each such term,
covenant, or condition. Moreover, the Guarantor acknowledges and agrees that this Guaranty is
subject to the offset provisions of the Loan Documents in favor of Administrative Agent and Lenders.
In the event the Credit Agreement or any other Loan Document shall cease to remain in effect for
any reason whatsoever during any period when any part of the Guaranteed Debt remains unpaid,
the terms, covenants, and agreements of the Credit Agreement or such other Loan Document
incorporated herein by reference shall nevertheless continue in full force and effect as obligations
of the Guarantor under this Guaranty.
12. RELIANCE AND DUTY TO REMAIN INFORMED. The Guarantor confirms
that it has executed and delivered this Guaranty after reviewing the terms and conditions of the
Loan Documents and such other information as it has deemed appropriate in order to make its own
credit analysis and decision to execute and deliver this Guaranty. The Guarantor confirms that it
has made its own independent investigation with respect to Borrower’s creditworthiness and is not
executing and delivering this Guaranty in reliance on any representation or warranty by
Administrative Agent or any Lender as to that creditworthiness. The Guarantor expressly assumes
all responsibilities to remain informed of the financial condition of Borrower and any circumstances
affecting Borrower’s ability to perform under the Loan Documents to which it is a party.
13. LOAN DOCUMENT. This Guaranty is a Loan Document and is subject to the
applicable provisions of Articles I and X of the Credit Agreement, including, without limitation,
the provisions relating to GOVERNING LAW; JURISDICTION, ETC., AND WAIVER OF
JURY TRIAL, both of which are incorporated into this Guaranty by reference the same as if set
forth in this Guaranty verbatim provided that all references therein to "this Agreement" shall for
purposes of this Guaranty be deemed references to "this Guaranty".
14. NOTICES. All notices required or permitted under this Guaranty, if any, shall be
given in the manner set forth in Section 10.02 of the Credit Agreement.
15. AMENDMENTS, ETC. No amendment, waiver, or discharge to or under this
Guaranty is valid unless it is in writing and is signed by the party against whom it is sought to be
enforced and is otherwise in conformity with the requirements of Section 10.01 of the Credit
Agreement. The unenforceability or invalidity of any provision of this Guaranty shall not affect
the enforceability or validity of any other provision herein.
16. ADMINISTRATIVE AGENT AND LENDERS. Administrative Agent is
Administrative Agent for each Lender under the Credit Agreement. All Rights granted to
Administrative Agent under or in connection with this Guaranty are for each Lender’s ratable benefit.
Administrative Agent may, without the joinder of any Lender, exercise any Rights in Administrative
Agent’s or Lenders’ favor under or in connection with this Guaranty. Administrative Agent’s and
each Lender’s Rights and obligations vis-a-vis each other may be subject to one or more separate
agreements between those parties. However, the Guarantor is not required to inquire about any
such agreement nor is it subject to any of its terms unless the Guarantor specifically joins such
agreement Therefore, neither Guarantor nor its successors or assigns is entitled to any benefits or