COLLATERAL TO AGENT OR IN
ACCORDANCE WITH AGENT'S INSTRUCTIONS.
12.13
SUCCESSOR AGENT.
AGENT MAY RESIGN AS AGENT UPON THIRTY (30) DAYS' NOTICE
TO LENDERS AND PARENT. IF AGENT RESIGNS UNDER THIS AGREEMENT, THE REQUIRED
LENDERS SHALL APPOINT
117
FROM AMONG THE LENDERS A SUCCESSOR AGENT FOR LENDERS.
IF NO SUCCESSOR AGENT IS
APPOINTED PRIOR TO THE EFFECTIVE DATE OF THE RESIGNATION OF AGENT, AGENT MAY
APPOINT, AFTER CONSULTING WITH LENDERS AND PARENT, A SUCCESSOR AGENT FROM AMONG
LENDERS.
UPON THE ACCEPTANCE BY THE LENDER SO SELECTED OF ITS APPOINTMENT AS
SUCCESSOR AGENT HEREUNDER, SUCH SUCCESSOR AGENT SHALL SUCCEED TO ALL OF THE
RIGHTS, POWERS AND DUTIES OF THE RETIRING AGENT AND THE TERM "AGENT" AS USED
HEREIN AND IN THE OTHER FINANCING AGREEMENTS SHALL MEAN SUCH SUCCESSOR AGENT AND
THE RETIRING AGENT'S APPOINTMENT, POWERS AND DUTIES AS AGENT SHALL BE
TERMINATED.
AFTER ANY RETIRING AGENT'S RESIGNATION HEREUNDER AS AGENT, THE
PROVISIONS OF THIS SECTION 12 SHALL INURE TO ITS BENEFIT AS TO ANY ACTIONS TAKEN
OR OMITTED BY IT WHILE IT WAS AGENT UNDER THIS AGREEMENT.
IF NO SUCCESSOR AGENT
HAS ACCEPTED APPOINTMENT AS AGENT BY THE DATE WHICH IS THIRTY (30) DAYS AFTER
THE DATE OF A RETIRING AGENT'S NOTICE OF RESIGNATION, THE RETIRING AGENT'S
RESIGNATION SHALL NONETHELESS THEREUPON BECOME EFFECTIVE AND LENDERS SHALL
PERFORM ALL OF THE DUTIES OF AGENT HEREUNDER UNTIL SUCH TIME, IF ANY, AS THE
REQUIRED LENDERS APPOINT A SUCCESSOR AGENT AS PROVIDED FOR ABOVE.
12.14
FAILURE TO RESPOND DEEMED CONSENT.
IN THE EVENT ANY LENDER'S CONSENT IS
REQUIRED PURSUANT TO THE PROVISIONS OF THIS AGREEMENT AND SUCH LENDER DOES NOT
RESPOND TO ANY REQUEST BY AGENT FOR SUCH CONSENT WITHIN TWELVE (12) BUSINESS
DAYS AFTER SUCH REQUEST IS MADE TO SUCH LENDER, SUCH FAILURE TO RESPOND SHALL BE
DEEMED A CONSENT.
12.15
LEGAL REPRESENTATION OF AGENT.
IN CONNECTION WITH THE NEGOTIATION,
DRAFTING, AND EXECUTION OF THIS AGREEMENT AND THE OTHER FINANCING AGREEMENTS, OR
IN CONNECTION WITH FUTURE LEGAL REPRESENTATION RELATING TO LOAN ADMINISTRATION,
AMENDMENTS, MODIFICATIONS, WAIVERS, OR ENFORCEMENT OF REMEDIES, OTTERBOURG,
STEINDLER, HOUSTON & ROSEN, P.C. HAS ONLY REPRESENTED AND SHALL ONLY REPRESENT
WACHOVIA IN ITS CAPACITY AS ISSUING BANK AND WACHOVIA CAPITAL IN ITS CAPACITY AS
AGENT AND AS A LENDER.
EACH OTHER LENDER HEREBY ACKNOWLEDGES THAT SUCH FIRM
DOES NOT REPRESENT IT IN CONNECTION WITH ANY SUCH MATTERS.
12.16
OTHER AGENT DESIGNATIONS.
AGENT MAY AT ANY TIME AND FROM TIME TO TIME
DETERMINE THAT A LENDER MAY, IN ADDITION, BE A "CO-AGENT", "SYNDICATION AGENT",
"DOCUMENTATION AGENT" OR SIMILAR DESIGNATION HEREUNDER AND ENTER INTO AN
AGREEMENT WITH SUCH LENDER TO HAVE IT SO IDENTIFIED FOR PURPOSES OF THIS
AGREEMENT.
ANY SUCH DESIGNATION SHALL BE EFFECTIVE UPON WRITTEN NOTICE BY AGENT
TO ADMINISTRATIVE BORROWER OF ANY SUCH DESIGNATION.
ANY LENDER THAT IS SO
DESIGNATED AS A CO-AGENT, SYNDICATION AGENT, DOCUMENTATION AGENT OR SUCH SIMILAR
DESIGNATION BY AGENT SHALL HAVE NO RIGHT, POWER, OBLIGATION, LIABILITY,
RESPONSIBILITY OR DUTY UNDER THIS AGREEMENT OR ANY OF THE OTHER FINANCING
AGREEMENTS OTHER THAN THOSE APPLICABLE TO ALL