SHALL CONTINUE IN FULL FORCE AND EFFECT NOTWITHSTANDING.
9.7
PARTICIPATIONS.
LENDER SHALL HAVE THE RIGHT AT ANY TIME AND FROM
TIME TO TIME TO GRANT PARTICIPATIONS IN THE LOAN AND LOAN DOCUMENTS, PROVIDED
SUCH PARTICIPANTS ARE ACCEPTABLE TO LENDER.
EACH PARTICIPANT SHALL BE ENTITLED
TO RECEIVE ALL INFORMATION RECEIVED BY LENDER REGARDING THE CREDITWORTHINESS OF
BORROWER, ANY OF ITS PRINCIPALS AND THE GUARANTOR, INCLUDING (WITHOUT
LIMITATION) INFORMATION REQUIRED TO BE DISCLOSED TO A PARTICIPANT PURSUANT TO
BANKING CIRCULAR 181 (REV., AUGUST 2, 1984), ISSUED BY THE COMPTROLLER OF THE
CURRENCY (WHETHER THE PARTICIPANT IS SUBJECT TO THE CIRCULAR OR NOT).
IN THE
EVENT THAT LENDER SHALL REQUEST ANY MODIFICATION TO THE LOAN DOCUMENTS, BORROWER
AGREES TO MAKE REASONABLE MODIFICATIONS TO THE LOAN DOCUMENTS, PROVIDED THAT
LENDER ADVISES BORROWER IN WRITING THAT THE MODIFICATIONS ARE NECESSARY TO
EFFECTUATE AN ASSIGNMENT OF OR PARTICIPATION IN THE LOAN, AND PROVIDED THAT SUCH
MODIFICATIONS DO NOT INCREASE BORROWER'S OBLIGATIONS TO ANY MATERIAL EXTENT OR
CHANGE ANY OF ITS MONETARY OBLIGATIONS IN RESPECT OF THE LOAN.
SUCH
MODIFICATIONS MAY INCLUDE, IF REQUIRED BY LENDER, MATTERS RELATING TO APPROVALS
TO BE GRANTED BY LENDER UNDER THE TERMS OF THIS AGREEMENT.
IN THE EVENT THAT NO
EVENT OF DEFAULT IS THEN EXISTING AND EXCEPT AS OTHERWISE REQUIRED BY ANY
REGULATORY AUTHORITY, LENDER WILL USE ITS BEST EFFORTS TO REMAIN AS THE LEAD OR
AGENT BANK IN REGARD TO THE LOAN AND LOAN DOCUMENTS.
9.8
CONTROLLING AGREEMENT.
IT IS EXPRESSLY STIPULATED AND AGREED TO
BE THE INTENT OF BORROWER AND LENDER AT ALL TIMES TO COMPLY WITH APPLICABLE
STATE LAW OR APPLICABLE UNITED STATES FEDERAL LAW (TO THE EXTENT THAT IT PERMITS
LENDER TO CONTRACT FOR, CHARGE, TAKE, RESERVE, OR RECEIVE A GREATER AMOUNT OF
INTEREST THAN UNDER STATE LAW) AND THAT THIS SECTION SHALL CONTROL EVERY OTHER
COVENANT AND AGREEMENT IN THIS AGREEMENT.
9.9
CONTROLLING DOCUMENT.
IN THE EVENT OF A CONFLICT BETWEEN THE
TERMS AND CONDITIONS OF THIS AGREEMENT AND THE TERMS AND CONDITIONS OF ANY OTHER
LOAN DOCUMENT, THE TERMS AND CONDITIONS OF THIS AGREEMENT SHALL CONTROL.
9.10
CONSTRUCTION OF AGREEMENT.
ALL PRONOUNS, WHETHER IN MASCULINE,
FEMININE OR NEUTER FORM, SHALL BE DEEMED TO REFER TO THE OBJECT OF SUCH PRONOUN
WHETHER SAME IS MASCULINE, FEMININE OR NEUTER IN GENDER, AS THE CONTEXT MAY
SUGGEST OR REQUIRE.
ALL TERMS USED HEREIN, WHETHER OR NOT DEFINED IN
SECTION 1.1 HEREOF, AND WHETHER USED IN SINGULAR OR PLURAL FORM, SHALL BE DEEMED
TO REFER TO THE OBJECT OF SUCH TERM, WHETHER SUCH IS SINGULAR OR PLURAL IN
NATURE, AS THE CONTEXT MAY SUGGEST OR REQUIRE.
9.11
COUNTERPART EXECUTION.
TO FACILITATE EXECUTION, THIS AGREEMENT MAY
BE EXECUTED IN ONE OR MORE COUNTERPARTS AS MAY BE CONVENIENT OR REQUIRED, WITH
ALL SUCH COUNTERPARTS COLLECTIVELY CONSTITUTING A SINGLE INSTRUMENT.
9.12
RELATIONSHIP OF BORROWER AND LENDER.
THE RELATIONSHIP BETWEEN
BORROWER AND LENDER IS SOLELY THAT OF DEBTOR AND CREDITOR, AND LENDER HAS NO
FIDUCIARY OR OTHER SPECIAL RELATIONSHIP WITH BORROWER, AND NO TERM OR CONDITION
OF ANY OF THE LOAN DOCUMENTS