LOAN
DOCUMENT (EXCEPT ACTIONS EXPRESSLY REQUIRED TO BE TAKEN BY IT HEREUNDER OR UNDER
THE LOAN DOCUMENTS) UNLESS IT SHALL FIRST BE INDEMNIFIED TO ITS SATISFACTION BY
THE LENDERS PRO RATA AGAINST ANY AND ALL LIABILITY, COST AND EXPENSE THAT IT MAY
INCUR BY REASON OF TAKING OR CONTINUING TO TAKE ANY SUCH ACTION.
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9.8
THE AGENTS AND OTHER REPRESENTATIVES IN
THEIR INDIVIDUAL CAPACITY.
THE AGENTS, THE OTHER REPRESENTATIVES AND THEIR
AFFILIATES MAY MAKE LOANS TO, ACCEPT DEPOSITS FROM AND GENERALLY ENGAGE IN ANY
KIND OF BUSINESS WITH THE BORROWER OR ANY OTHER LOAN PARTY AS THOUGH THE
ADMINISTRATIVE AGENT AND THE OTHER REPRESENTATIVES WERE NOT THE ADMINISTRATIVE
AGENT OR THE OTHER REPRESENTATIVES HEREUNDER AND UNDER THE OTHER LOAN
DOCUMENTS.
WITH RESPECT TO TERM LOANS MADE OR RENEWED BY THEM AND ANY TERM LOAN
NOTE ISSUED TO THEM, THE AGENTS AND THE OTHER REPRESENTATIVES SHALL HAVE THE
SAME RIGHTS AND POWERS UNDER THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS AS ANY
LENDER AND MAY EXERCISE THE SAME AS THOUGH THEY WERE NOT AN AGENT OR AN OTHER
REPRESENTATIVE, AND THE TERMS "LENDER" AND "LENDERS" SHALL INCLUDE THE AGENTS
AND THE OTHER REPRESENTATIVES IN THEIR INDIVIDUAL CAPACITIES.
9.9
COLLATERAL MATTERS.
(A)
EACH LENDER AUTHORIZES AND DIRECTS THE
COLLATERAL AGENT TO ENTER INTO THE SECURITY DOCUMENTS, THE INTERCREDITOR
AGREEMENT, AND ANY REPLACEMENT INTERCREDITOR AGREEMENT FOR THE BENEFIT OF THE
LENDERS AND THE OTHER SECURED PARTIES.
EACH LENDER HEREBY AGREES, AND EACH
HOLDER OF ANY TERM LOAN NOTE OR PARTICIPANT IN LC FACILITY LETTERS OF CREDIT BY
THE ACCEPTANCE THEREOF WILL BE DEEMED TO AGREE, THAT, EXCEPT AS OTHERWISE SET
FORTH HEREIN, ANY ACTION TAKEN BY THE ADMINISTRATIVE AGENT, THE COLLATERAL AGENT
OR THE REQUIRED LENDERS IN ACCORDANCE WITH THE PROVISIONS OF THIS AGREEMENT, THE
SECURITY DOCUMENTS, THE INTERCREDITOR AGREEMENT OR ANY REPLACEMENT INTERCREDITOR
AGREEMENT, AND THE EXERCISE BY THE AGENTS OR THE REQUIRED LENDERS OF THE POWERS
SET FORTH HEREIN OR THEREIN, TOGETHER WITH SUCH OTHER POWERS AS ARE REASONABLY
INCIDENTAL THERETO, SHALL BE AUTHORIZED AND BINDING UPON ALL OF THE LENDERS.
THE ADMINISTRATIVE AGENT AND THE COLLATERAL AGENT ARE HEREBY AUTHORIZED ON
BEHALF OF ALL OF THE LENDERS, WITHOUT THE NECESSITY OF ANY NOTICE TO OR FURTHER
CONSENT FROM ANY LENDER, FROM TIME TO TIME, TO TAKE ANY ACTION WITH RESPECT TO
ANY COLLATERAL OR SECURITY DOCUMENTS WHICH MAY BE NECESSARY TO PERFECT AND
MAINTAIN PERFECTED THE SECURITY INTEREST IN AND LIENS UPON THE COLLATERAL
GRANTED PURSUANT TO THE SECURITY DOCUMENTS.
(B)
THE LENDERS HEREBY AUTHORIZE THE
ADMINISTRATIVE AGENT AND THE COLLATERAL AGENT, AS APPLICABLE, IN EACH CASE AT
ITS OPTION AND IN ITS DISCRETION, TO (A) RELEASE ANY LIEN GRANTED TO OR HELD BY
SUCH AGENT UPON ANY COLLATERAL (I) UPON PAYMENT AND SATISFACTION OF ALL OF THE
OBLIGATIONS UNDER THE LOAN DOCUMENTS AT ANY TIME ARISING UNDER OR IN RESPECT OF
THIS AGREEMENT OR THE LOAN DOCUMENTS OR THE TRANSACTIONS CONTEMPLATED HEREBY OR
THEREBY AND TERMINATION OF THE LC FACILITY WITH NO LC FACILITY LETTERS OF CREDIT