SET FORTH IN PARAGRAPH (B) BELOW, EACH NOTICE HEREUNDER
SHALL BE IN WRITING AND MAY BE PERSONALLY SERVED, TELEXED, SENT BY
TELEFACSIMILE, UNITED STATES MAIL OR COURIER SERVICE OR ELECTRONIC MAIL AND
SHALL BE DEEMED TO HAVE BEEN GIVEN WHEN DELIVERED IN PERSON OR BY COURIER
SERVICE AND SIGNED FOR AGAINST RECEIPT THEREOF, UPON RECEIPT OF TELEFACSIMILE,
TELEX OR ELECTRONIC MAIL, OR THREE BUSINESS DAYS AFTER DEPOSITING IT IN THE
UNITED STATES MAIL WITH POSTAGE PREPAID AND PROPERLY ADDRESSED.
(B)
ELECTRONIC COMMUNICATIONS.
NOTWITHSTANDING
CLAUSE (A) ABOVE (UNLESS THE ADMINISTRATIVE AGENT REQUESTS THAT THE PROVISIONS
OF CLAUSE (A) ABOVE BE FOLLOWED) AND ANY OTHER PROVISION IN THIS AGREEMENT OR
ANY OTHER CREDIT DOCUMENT PROVIDING FOR THE DELIVERY OF ANY APPROVED ELECTRONIC
COMMUNICATION BY ANY OTHER MEANS THE CREDIT PARTIES SHALL DELIVER ALL APPROVED
ELECTRONIC COMMUNICATIONS TO THE ADMINISTRATIVE AGENT OR OTHER APPLICABLE
FACILITY AGENT BY PROPERLY TRANSMITTING SUCH APPROVED ELECTRONIC COMMUNICATIONS
IN AN ELECTRONIC/SOFT MEDIUM IN A FORMAT ACCEPTABLE TO THE ADMINISTRATIVE AGENT
TO OPLOANSWEBADMIN@CITIGROUP.COM OR SUCH OTHER ELECTRONIC MAIL ADDRESS (OR
SIMILAR MEANS OF ELECTRONIC DELIVERY) AS THE ADMINISTRATIVE AGENT MAY NOTIFY THE
BORROWER.
NOTHING IN THIS CLAUSE (B) SHALL PREJUDICE THE RIGHT OF ANY FACILITY
AGENT OR ANY LENDER TO DELIVER ANY APPROVED ELECTRONIC COMMUNICATION TO ANY
CREDIT PARTY IN ANY MANNER AUTHORIZED IN THIS AGREEMENT OR TO REQUEST THAT THE
BORROWER EFFECT DELIVERY IN SUCH MANNER.
NOTICES AND OTHER COMMUNICATIONS
DELIVERED BY POSTING TO A PLATFORM, AN INTERNET WEBSITE OR A SIMILAR
TELECOMMUNICATION DEVICE REQUIRING THAT A USER HAVE PRIOR ACCESS TO SUCH
PLATFORM, WEBSITE OR OTHER DEVICE (TO THE EXTENT PERMITTED BY SECTION 9.9 TO BE
DELIVERED THEREUNDER) SHALL BE EFFECTIVE WHEN SUCH NOTICE OR OTHER COMMUNICATION
SHALL HAVE BEEN MADE GENERALLY AVAILABLE ON SUCH PLATFORM, INTERNET WEBSITE OR
SIMILAR DEVICE TO THE CLASS OF PERSON BEING NOTIFIED (REGARDLESS OF WHETHER ANY
SUCH PERSON MUST ACCOMPLISH, AND WHETHER OR NOT ANY SUCH PERSON SHALL HAVE
ACCOMPLISHED, ANY ACTION PRIOR TO OBTAINING ACCESS TO SUCH ITEMS, INCLUDING
REGISTRATION, DISCLOSURE OF CONTACT INFORMATION, COMPLIANCE WITH A STANDARD USER
AGREEMENT OR UNDERTAKING A DUTY OF CONFIDENTIALITY) AND SUCH PERSON HAS BEEN
NOTIFIED THAT SUCH COMMUNICATION HAS BEEN POSTED TO THE PLATFORM.
10.2
EXPENSES.
(A)
FROM AND AFTER THE CLOSING DATE, THE
BORROWER AGREES UPON DEMAND TO PAY, OR REIMBURSE EACH FACILITY AGENT FOR, ALL OF
EACH FACILITY AGENT'S REASONABLE OUT-OF-POCKET AUDIT, LEGAL, APPRAISAL,
VALUATION, FILING, DOCUMENT DUPLICATION AND REPRODUCTION AND INVESTIGATION
EXPENSES AND FOR ALL OTHER REASONABLE OUT-OF-POCKET COSTS AND EXPENSES OF EVERY
TYPE AND NATURE (INCLUDING THE REASONABLE FEES, EXPENSES AND DISBURSEMENTS OF
(X) ONE PRIMARY COUNSEL TO THE FACILITY AGENT AND (Y) NOT MORE THAN ONE COUNSEL
TO THE FACILITY AGENT IN EACH APPROPRIATE JURISDICTION OR SPECIALTY (AS
REASONABLY DETERMINED BY
80
THE ADMINISTRATIVE AGENT), INTERNAL PER DIEM FIELD EXAMINATION COSTS, THE
REASONABLE FEES AND EXPENSES OF APPRAISERS, AUDITORS, INSURANCE ADVISORS,
ENVIRONMENTAL ADVISORS, ACCOUNTANTS, AND CONSULTANTS ADVISING THE FACILITY
AGENT, REASONABLE EXPENSES INCURRED IN CONNECTION WITH DUE DILIGENCE AND TRAVEL,
COURIER, REPRODUCTION, PRINTING AND DELIVERY EXPENSES) INCURRED