ADVICE FROM COUNSEL OF ITS CHOICE REGARDING THE MEANING AND LEGAL
SIGNIFICANCE OF THIS AGREEMENT AND THAT IT IS SATISFIED WITH ITS LEGAL COUNSEL
AND THE ADVICE RECEIVED FROM IT.
SECTION 9.13
JUDICIAL INTERPRETATION.
SHOULD ANY PROVISION OF THIS
AGREEMENT REQUIRE JUDICIAL INTERPRETATION, IT IS AGREED THAT A COURT
INTERPRETING OR CONSTRUING THE SAME SHALL NOT APPLY A PRESUMPTION THAT THE TERMS
HEREOF SHALL BE MORE STRICTLY CONSTRUED AGAINST ANY PERSON BY REASON OF THE
RULE OF CONSTRUCTION THAT A DOCUMENT IS TO BE CONSTRUED MORE STRICTLY AGAINST
THE
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PERSON WHO ITSELF THROUGH ITS AGENT PREPARED THE SAME, IT BEING AGREED THAT ALL
PARTIES HERETO HAVE PARTICIPATED IN THE PREPARATION OF THIS AGREEMENT.
SECTION 9.14
BINDING EFFECT; NO ASSIGNMENT BY BORROWER.
THIS AGREEMENT
SHALL BE BINDING UPON AND INURE TO THE BENEFIT OF THE BORROWER, THE LENDER
PARTIES AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS; PROVIDED, HOWEVER, THAT THE
BORROWER MAY NOT ASSIGN ANY OR ALL OF ITS RIGHTS OR OBLIGATIONS HEREUNDER OR ANY
OF ITS INTEREST HEREIN WITHOUT THE PRIOR WRITTEN CONSENT OF THE REQUIRED
LENDERS.
SECTION 9.15
SEVERABILITY OF PROVISIONS.
ANY PROVISION OF THIS AGREEMENT
WHICH IS PROHIBITED OR UNENFORCEABLE SHALL BE INEFFECTIVE TO THE EXTENT OF SUCH
PROHIBITION OR UNENFORCEABILITY WITHOUT INVALIDATING THE REMAINING PROVISIONS
HEREOF.
SECTION 9.16
HEADINGS.
ARTICLE AND SECTION HEADINGS IN THIS AGREEMENT
ARE INCLUDED HEREIN FOR CONVENIENCE OF REFERENCE ONLY AND SHALL NOT CONSTITUTE A
PART OF THIS AGREEMENT FOR ANY OTHER PURPOSE.
SECTION 9.17
COUNTERPARTS.
THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS
MAY BE EXECUTED IN ANY NUMBER OF COUNTERPARTS, EACH OF WHICH WHEN SO EXECUTED
AND DELIVERED SHALL BE DEEMED TO BE AN ORIGINAL AND ALL OF WHICH COUNTERPARTS OF
THIS AGREEMENT OR SUCH OTHER LOAN DOCUMENT, AS THE CASE MAY BE, TAKEN TOGETHER,
SHALL CONSTITUTE BUT ONE AND THE SAME INSTRUMENT.
SECTION 9.18
CUSTOMER IDENTIFICATION - USA PATRIOT ACT NOTICE.
THE
ADMINISTRATIVE AGENT HEREBY NOTIFIES THE BORROWER THAT PURSUANT TO THE
REQUIREMENTS OF THE USA PATRIOT ACT (TITLE III OF PUB. L. 107-56, SIGNED INTO
LAW OCTOBER 26, 2001) (THE "ACT"), AND THE ADMINISTRATIVE AGENT'S POLICIES AND
PRACTICES, EACH LENDER IS REQUIRED TO OBTAIN, VERIFY AND RECORD CERTAIN
INFORMATION AND DOCUMENTATION THAT IDENTIFIES EACH OBLIGOR, WHICH INFORMATION
INCLUDES THE NAME AND ADDRESS OF EACH OBLIGOR AND SUCH OTHER INFORMATION THAT
WILL ALLOW EACH LENDER TO IDENTIFY EACH OBLIGOR IN ACCORDANCE WITH THE ACT.
SECTION 9.19
BORROWER'S ACKNOWLEDGEMENT AND AGREEMENT REGARDING
PARTICIPATIONS.
THE BORROWER ACKNOWLEDGES AND AGREES THAT COBANK AND THE FARM
CREDIT LENDERS IDENTIFIED ON EXHIBIT O (THE "INITIAL FARM CREDIT PARTICIPANTS")
HAVE ENTERED INTO CERTAIN MASTER NON-RECOURSE PARTICIPATION AGREEMENTS (AS MAY
BE AMENDED, REPLACED, RESTATED OR SUPPLEMENTED FROM TIME TO TIME, THE
"PARTICIPATION AGREEMENTS"), WHEREBY A CERTAIN PERCENTAGE OF COBANK'S COMMITMENT
AND THE LOANS OUTSTANDING FROM TIME TO TIME HAVE BEEN PARTICIPATED TO THE
INITIAL FARM CREDIT PARTICIPANTS ACCORDING TO THE TERMS OF THE PARTICIPATION
AGREEMENTS.
THE BORROWER AND THE ADMINISTRATIVE AGENT HEREBY CONSENT TO THE
INITIAL FARM CREDIT PARTICIPANTS BECOMING VOTING PARTICIPANTS IN ACCORDANCE WITH
SECTION 9.3(G),