ANY LENDER OR PARTICIPANT MAY, IN CONNECTION WITH ANY ASSIGNMENT
OR PARTICIPATION OR PROPOSED ASSIGNMENT OR PARTICIPATION PURSUANT TO THIS
SECTION 9.04, DISCLOSE TO
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THE ASSIGNEE OR PARTICIPANT OR PROPOSED ASSIGNEE OR PARTICIPANT ANY INFORMATION
RELATING TO THE BORROWER FURNISHED TO SUCH LENDER BY OR ON BEHALF OF THE
BORROWER; PROVIDED THAT, PRIOR TO ANY SUCH DISCLOSURE OF INFORMATION DESIGNATED
BY THE BORROWER AS CONFIDENTIAL, EACH SUCH ASSIGNEE OR PARTICIPANT OR PROPOSED
ASSIGNEE OR PARTICIPANT SHALL EXECUTE AN AGREEMENT WHEREBY SUCH ASSIGNEE OR
PARTICIPANT SHALL AGREE (SUBJECT TO CUSTOMARY EXCEPTIONS) TO PRESERVE THE
CONFIDENTIALITY OF SUCH CONFIDENTIAL INFORMATION ON TERMS NO LESS RESTRICTIVE
THAN THOSE APPLICABLE TO THE LENDERS PURSUANT TO SECTION 9.16.
(H)
ANY LENDER MAY AT ANY TIME ASSIGN ALL OR ANY PORTION OF ITS RIGHTS
UNDER THIS AGREEMENT TO SECURE EXTENSIONS OF CREDIT TO SUCH LENDER OR IN SUPPORT
OF OBLIGATIONS OWED BY SUCH LENDER AND, IN THE CASE OF ANY LENDER THAT IS A FUND
THAT INVESTS IN BANK LOANS, SUCH LENDER MAY PLEDGE ALL OR ANY PORTION OF ITS
RIGHTS UNDER THIS AGREEMENT TO ANY HOLDER OF, TRUSTEE FOR, OR OTHER
REPRESENTATIVE OF ANY HOLDERS OF, OBLIGATIONS OWED OR SECURITIES ISSUED BY SUCH
FUND AS SECURITY FOR SUCH OBLIGATIONS OR SECURITIES; PROVIDED THAT NO SUCH
ASSIGNMENT OR PLEDGE DESCRIBED IN THIS CLAUSE (H) SHALL RELEASE A LENDER FROM
ANY OF ITS OBLIGATIONS HEREUNDER OR SUBSTITUTE ANY SUCH ASSIGNEE OR PLEDGEE FOR
SUCH LENDER AS A PARTY HERETO.
(I)
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, ANY
LENDER (A "GRANTING LENDER") MAY GRANT TO A SPECIAL PURPOSE FUNDING VEHICLE (AN
"SPC"), IDENTIFIED AS SUCH IN WRITING FROM TIME TO TIME BY THE GRANTING LENDER
TO THE ADMINISTRATIVE AGENT AND THE BORROWER, THE OPTION TO PROVIDE TO THE
BORROWER ALL OR ANY PART OF ANY LOAN THAT SUCH GRANTING LENDER WOULD OTHERWISE
BE OBLIGATED TO MAKE TO THE BORROWER PURSUANT TO THIS AGREEMENT; PROVIDED THAT
(I) NOTHING HEREIN SHALL CONSTITUTE A COMMITMENT BY ANY SPC TO MAKE ANY LOAN AND
(II) IF AN SPC ELECTS NOT TO EXERCISE SUCH OPTION OR OTHERWISE FAILS TO PROVIDE
ALL OR ANY PART OF SUCH LOAN, THE GRANTING LENDER SHALL BE OBLIGATED TO MAKE
SUCH LOAN PURSUANT TO THE TERMS HEREOF.
THE MAKING OF A LOAN BY AN SPC
HEREUNDER SHALL UTILIZE THE COMMITMENT OF THE GRANTING LENDER TO THE SAME
EXTENT, AND AS IF, SUCH LOAN WERE MADE BY SUCH GRANTING LENDER.
EACH PARTY
HERETO HEREBY AGREES THAT NO SPC SHALL BE LIABLE FOR ANY INDEMNITY OR SIMILAR
PAYMENT OBLIGATION UNDER THIS AGREEMENT (ALL LIABILITY FOR WHICH SHALL REMAIN
WITH THE GRANTING LENDER).
IN FURTHERANCE OF THE FOREGOING, EACH PARTY HERETO
HEREBY AGREES (WHICH AGREEMENT SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT)
THAT, PRIOR TO THE DATE THAT IS ONE YEAR AND ONE DAY AFTER THE PAYMENT IN FULL
OF ALL OUTSTANDING COMMERCIAL PAPER OR OTHER SENIOR INDEBTEDNESS OF ANY SPC, IT
WILL NOT INSTITUTE AGAINST, OR JOIN ANY OTHER PERSON IN INSTITUTING AGAINST,
SUCH SPC ANY BANKRUPTCY,