any other Lender Party and may exercise the same
as though it were not the Administrative Agent and the term "Lender Party" or
"Lender Parties" shall, unless otherwise expressly indicated or unless the
context otherwise requires, include the Person serving as the Administrative
Agent hereunder in its individual capacity.
Such Person and its Affiliates may
accept deposits from, lend money to, act as the financial advisor or in any
other advisory capacity for and generally engage in any kind of business with
the Borrower or any Subsidiary or other Affiliate thereof as if such Person were
not the Administrative Agent hereunder and without any duty to account therefor
to the Lender Parties.
(B)
EACH LENDER PARTY UNDERSTANDS THAT THE PERSON SERVING AS
ADMINISTRATIVE AGENT, ACTING IN ITS INDIVIDUAL CAPACITY, AND ITS AFFILIATES
(COLLECTIVELY, THE "AGENT'S GROUP") ARE ENGAGED IN A WIDE RANGE OF FINANCIAL
SERVICES AND BUSINESSES (INCLUDING INVESTMENT MANAGEMENT, FINANCING, SECURITIES
TRADING, CORPORATE AND INVESTMENT BANKING AND RESEARCH) (SUCH SERVICES AND
BUSINESSES ARE COLLECTIVELY REFERRED TO IN THIS SECTION 7.02 AS "ACTIVITIES")
AND MAY ENGAGE IN THE ACTIVITIES WITH OR ON BEHALF OF ONE OR MORE OF THE LOAN
PARTIES OR THEIR RESPECTIVE AFFILIATES.
FURTHERMORE, THE AGENT'S GROUP MAY, IN
UNDERTAKING THE ACTIVITIES, ENGAGE IN TRADING IN FINANCIAL PRODUCTS OR UNDERTAKE
OTHER INVESTMENT BUSINESSES FOR ITS OWN ACCOUNT OR ON BEHALF OF OTHERS
(INCLUDING THE LOAN PARTIES AND THEIR AFFILIATES AND INCLUDING HOLDING, FOR ITS
OWN ACCOUNT OR ON BEHALF OF OTHERS, EQUITY, DEBT AND SIMILAR POSITIONS IN THE
BORROWER, ANOTHER LOAN PARTY OR THEIR RESPECTIVE AFFILIATES), INCLUDING TRADING
IN OR HOLDING LONG, SHORT OR DERIVATIVE POSITIONS IN SECURITIES, LOANS OR OTHER
FINANCIAL PRODUCTS OF ONE OR MORE OF THE LOAN PARTIES OR THEIR AFFILIATES.
EACH
LENDER PARTY UNDERSTANDS AND AGREES THAT IN ENGAGING IN THE ACTIVITIES, THE
AGENT'S GROUP MAY RECEIVE OR OTHERWISE OBTAIN INFORMATION CONCERNING THE LOAN
PARTIES OR THEIR AFFILIATES (INCLUDING INFORMATION CONCERNING THE ABILITY OF THE
LOAN PARTIES TO PERFORM THEIR RESPECTIVE OBLIGATIONS HEREUNDER AND UNDER THE
OTHER LOAN DOCUMENTS) WHICH INFORMATION MAY NOT BE AVAILABLE TO ANY OF THE
LENDER PARTIES THAT ARE NOT MEMBERS OF THE AGENT'S GROUP.
NONE OF THE
ADMINISTRATIVE AGENT NOR ANY MEMBER OF THE AGENT'S GROUP SHALL HAVE ANY DUTY TO
DISCLOSE TO ANY LENDER PARTY OR USE ON BEHALF OF THE LENDER PARTIES, AND SHALL
NOT BE LIABLE FOR THE FAILURE TO SO DISCLOSE OR USE, ANY INFORMATION WHATSOEVER
ABOUT OR DERIVED FROM THE ACTIVITIES OR OTHERWISE (INCLUDING ANY INFORMATION
CONCERNING THE BUSINESS, PROSPECTS, OPERATIONS, PROPERTY, FINANCIAL AND OTHER
CONDITION OR CREDITWORTHINESS OF ANY LOAN PARTY OR ANY AFFILIATE OF ANY LOAN
PARTY) OR TO ACCOUNT FOR ANY REVENUE OR PROFITS OBTAINED IN CONNECTION WITH THE
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ACTIVITIES, EXCEPT THAT THE ADMINISTRATIVE AGENT SHALL DELIVER OR OTHERWISE MAKE
AVAILABLE TO EACH LENDER PARTY SUCH DOCUMENTS AS ARE EXPRESSLY REQUIRED BY ANY
LOAN DOCUMENT TO BE TRANSMITTED BY THE ADMINISTRATIVE AGENT TO THE LENDER
PARTIES.
(C)
EACH LENDER PARTY FURTHER UNDERSTANDS THAT THERE MAY BE SITUATIONS
WHERE MEMBERS