REPORT,
AND (II) SHALL NOT BE LIABLE FOR ANY INFORMATION CONTAINED IN ANY REPORT,
(C)
EXPRESSLY AGREES AND ACKNOWLEDGES THAT THE
REPORTS ARE NOT COMPREHENSIVE AUDITS OR EXAMINATIONS, THAT ANY AGENT OR OTHER
PARTY PERFORMING ANY AUDIT OR EXAMINATION WILL INSPECT ONLY SPECIFIC INFORMATION
REGARDING BORROWERS AND WILL RELY SIGNIFICANTLY UPON THE BOOKS AND RECORDS OF
BORROWERS AND THEIR SUBSIDIARIES, AS WELL AS ON REPRESENTATIONS OF BORROWERS'
PERSONNEL,
(D)
AGREES TO KEEP ALL REPORTS AND OTHER
MATERIAL, NON-PUBLIC INFORMATION REGARDING BORROWERS AND THEIR SUBSIDIARIES AND
THEIR OPERATIONS, ASSETS, AND EXISTING AND CONTEMPLATED BUSINESS PLANS AND ANY
INFORMATION RELATING TO ANY AGREEMENT WHICH ANY BORROWER OR ANY OF ITS
SUBSIDIARIES IS A PARTY (OTHER THAN THE LOAN DOCUMENTS) IN A CONFIDENTIAL MANNER
IN ACCORDANCE WITH SECTION 16.8, AND
(E)
WITHOUT LIMITING THE GENERALITY OF ANY
OTHER INDEMNIFICATION PROVISION CONTAINED IN THIS AGREEMENT, AGREES:
(I) TO
HOLD ANY AGENT AND ANY SUCH OTHER LENDER PREPARING A REPORT HARMLESS FROM ANY
ACTION THE INDEMNIFYING LENDER MAY TAKE OR FAIL TO TAKE OR ANY CONCLUSION THE
INDEMNIFYING LENDER MAY REACH OR DRAW FROM ANY REPORT IN CONNECTION WITH ANY
LOANS OR OTHER CREDIT ACCOMMODATIONS THAT THE INDEMNIFYING LENDER HAS MADE OR
MAY MAKE TO BORROWERS, OR THE INDEMNIFYING LENDER'S PARTICIPATION IN, OR THE
INDEMNIFYING LENDER'S PURCHASE OF, A LOAN OR LOANS OF BORROWERS; AND (II) TO PAY
AND PROTECT, AND INDEMNIFY, DEFEND AND HOLD ANY AGENT AND ANY SUCH OTHER LENDER
PREPARING A REPORT HARMLESS FROM AND AGAINST, THE CLAIMS, ACTIONS, PROCEEDINGS,
DAMAGES, COSTS, EXPENSES, AND OTHER AMOUNTS (INCLUDING, ATTORNEYS FEES AND
COSTS) INCURRED BY ANY AGENT AND ANY SUCH OTHER LENDER PREPARING A REPORT AS THE
DIRECT OR INDIRECT RESULT OF ANY THIRD PARTIES WHO MIGHT OBTAIN ALL OR PART OF
ANY REPORT THROUGH THE INDEMNIFYING LENDER.
117
In addition to the foregoing:
(x) any Lender may from time to time request of
Administrative Agent in writing that Administrative Agent provide to such Lender
a copy of any report or document provided by Borrowers to Administrative Agent
that has not been contemporaneously provided by Borrowers to such Lender, and,
upon receipt of such request, Administrative Agent promptly shall provide a copy
of same to such Lender, (y) to the extent that Administrative Agent is entitled,
under any provision of the Loan Documents, to request additional reports or
information from Borrowers, or any Lender may, from time to time, reasonably
request Administrative Agent to exercise such right as specified in such
Lender's notice to Administrative Agent, whereupon Administrative Agent promptly
shall request of Administrative Borrower the additional reports or information
reasonably specified by such Lender, and, upon receipt thereof from
Administrative Borrower, Administrative Agent promptly shall provide a copy of
same to such Lender, and (z) any time that Administrative Agent renders to
Administrative Borrower a statement regarding a Loan Account, Administrative
Agent shall send a copy of such statement to each Lender.
15.18.
SEVERAL OBLIGATIONS; NO LIABILITY.
Notwithstanding that certain of the Loan Documents now or hereafter may have
been or will