NAMES AND ADDRESSES OF THE LENDERS, AND THE REVOLVING
LOAN COMMITMENTS OF, AND PRINCIPAL AMOUNTS OF AND INTEREST ON THE LOANS OWING
TO, EACH LENDER PURSUANT TO THE TERMS HEREOF FROM TIME TO TIME AND WHETHER SUCH
LENDER IS AN ORIGINAL LENDER OR ASSIGNEE OF ANOTHER LENDER PURSUANT TO AN
ASSIGNMENT UNDER THIS SECTION 13.3.
THE ENTRIES IN THE REGISTER SHALL BE
CONCLUSIVE, AND THE BORROWER, THE ADMINISTRATIVE AGENT AND THE LENDERS MAY TREAT
EACH PERSON WHOSE NAME IS RECORDED IN THE REGISTER PURSUANT TO THE TERMS HEREOF
AS A LENDER HEREUNDER FOR ALL PURPOSES OF THIS AGREEMENT, NOTWITHSTANDING NOTICE
TO THE CONTRARY.
THE REGISTER SHALL BE AVAILABLE FOR INSPECTION BY THE BORROWER
AND ANY LENDER, AT ANY REASONABLE TIME AND FROM TIME TO TIME UPON REASONABLE
PRIOR NOTICE.
13.4
DISSEMINATION OF INFORMATION.
THE BORROWER
AUTHORIZES EACH LENDER TO DISCLOSE TO ANY PARTICIPANT OR PURCHASER OR ANY OTHER
PERSON ACQUIRING AN INTEREST IN THE LOAN DOCUMENTS BY OPERATION OF LAW (EACH A
"TRANSFEREE") AND ANY PROSPECTIVE TRANSFEREE ANY AND ALL INFORMATION IN SUCH
LENDER'S POSSESSION CONCERNING THE CREDITWORTHINESS OF THE BORROWER AND ITS
SUBSIDIARIES; PROVIDED, THAT EACH TRANSFEREE AND PROSPECTIVE TRANSFEREE AGREES
TO BE BOUND BY SECTION 10.9 OF THIS AGREEMENT.
13.5
TAX CERTIFICATIONS.
IF ANY INTEREST IN ANY LOAN
DOCUMENT IS TRANSFERRED TO ANY TRANSFEREE WHICH IS NOT INCORPORATED UNDER THE
LAWS OF THE UNITED STATES OR ANY STATE
88
THEREOF, THE TRANSFEROR LENDER SHALL CAUSE SUCH TRANSFEREE, CONCURRENTLY WITH
THE EFFECTIVENESS OF SUCH TRANSFER, TO COMPLY WITH THE PROVISIONS OF ARTICLE IV.
ARTICLE XIV:
NOTICES
14.1
GIVING NOTICE.
EXCEPT AS OTHERWISE PERMITTED BY
SECTION 2.13 WITH RESPECT TO BORROWING/ELECTION NOTICES, ALL NOTICES AND OTHER
COMMUNICATIONS PROVIDED TO ANY PARTY HERETO UNDER THIS AGREEMENT OR ANY OTHER
LOAN DOCUMENTS SHALL BE IN WRITING OR BY TELEX OR BY FACSIMILE AND ADDRESSED OR
DELIVERED TO SUCH PARTY AT ITS ADDRESS SET FORTH BELOW ITS SIGNATURE HERETO OR
AT SUCH OTHER ADDRESS AS MAY BE DESIGNATED BY SUCH PARTY IN A NOTICE TO THE
OTHER PARTIES. ANY NOTICE, IF MAILED AND PROPERLY ADDRESSED WITH POSTAGE
PREPAID, SHALL BE DEEMED GIVEN WHEN RECEIVED; ANY NOTICE, IF TRANSMITTED BY
TELEX OR FACSIMILE, SHALL BE DEEMED GIVEN WHEN TRANSMITTED (ANSWER BACK
CONFIRMED IN THE CASE OF TELEXES).
14.2
CHANGE OF ADDRESS.
EACH OF THE BORROWER AND THE
ADMINISTRATIVE AGENT MAY CHANGE THE ADDRESS FOR SERVICE OF NOTICE UPON IT BY A
NOTICE IN WRITING TO THE OTHER PARTIES HERETO, INCLUDING, WITHOUT LIMITATION,
EACH LENDER.
EACH LENDER MAY CHANGE THE ADDRESS FOR SERVICE OF NOTICE UPON IT
BY A NOTICE IN WRITING TO THE BORROWER AND THE ADMINISTRATIVE AGENT.
ARTICLE XV:
COUNTERPARTS
This Agreement may be executed in any number of counterparts, all of which taken
together shall constitute one agreement, and any of the parties hereto
may execute this Agreement by signing any such counterpart.
This Agreement
shall be effective when it has been executed by the Borrower, the Administrative
Agent and the Lenders and each party has notified the Administrative Agent by