THE PERIOD COMMENCING ON THE DATE OF SUCH DEMAND AND ENDING ON
THE DATE SUCH AMOUNT IS RECEIVED.
THE FAILURE OF ANY LENDER TO MAKE AVAILABLE
TO THE ADMINISTRATIVE AGENT ITS PRO RATA SHARE OF ANY SUCH UNREIMBURSED ADVANCE
UNDER THIS SECTION 9.15 SHALL NEITHER RELIEVE ANY OTHER LENDER OF ITS OBLIGATION
HEREUNDER TO MAKE AVAILABLE TO THE ADMINISTRATIVE AGENT SUCH OTHER LENDER'S PRO
RATA SHARE OF SUCH ADVANCE ON THE DATE SUCH PAYMENT IS TO BE MADE NOR INCREASE
THE OBLIGATION OF ANY
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OTHER LENDER TO MAKE SUCH PAYMENT TO THE ADMINISTRATIVE AGENT.
ALL OUTSTANDING
PRINCIPAL OF, AND INTEREST ON, ADVANCES MADE UNDER THIS SECTION 9.15 SHALL
CONSTITUTE OBLIGATIONS SECURED BY THE COLLATERAL UNTIL PAID IN FULL BY THE
BORROWER.
9.16.
USA PATRIOT ACT NOTIFICATION.
THE FOLLOWING NOTIFICATION IS
PROVIDED TO THE BORROWER PURSUANT TO SECTION 326 OF THE USA PATRIOT ACT OF 2001,
31 U.S.C. SECTION 5318:
IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT.
To help the
government of the United States of America fight the funding of terrorism and
money laundering activities, Federal law requires all financial institutions to
obtain, verify, and record information that identifies each Person that opens an
account, including any deposit account, treasury management account, loan, other
extension of credit, or other financial services product.
Accordingly, when the
Borrower opens an account, the Administrative Agent and the Lenders will ask for
the Borrower's name, tax identification number, business address, and other
information that will allow the Administrative Agent and the Lenders to identify
the Borrower.
The Administrative Agent and the Lenders may also ask to see the
Borrower's legal organizational documents or other identifying documents.
ARTICLE X
THE ADMINISTRATIVE AGENT
10.1.
APPOINTMENT; NATURE OF RELATIONSHIP.
JPMORGAN IS HEREBY APPOINTED
BY EACH OF THE LENDERS AS ITS CONTRACTUAL REPRESENTATIVE (HEREIN REFERRED TO AS
THE "ADMINISTRATIVE AGENT") HEREUNDER AND UNDER EACH OTHER LOAN DOCUMENT, AND
EACH OF THE LENDERS IRREVOCABLY AUTHORIZES THE ADMINISTRATIVE AGENT TO ACT AS
THE CONTRACTUAL REPRESENTATIVE OF SUCH LENDER WITH THE RIGHTS AND DUTIES
EXPRESSLY SET FORTH HEREIN AND IN THE OTHER LOAN DOCUMENTS.
IN FURTHERANCE OF
THE FOREGOING, THE LENDERS AUTHORIZE THE ADMINISTRATIVE AGENT TO ENTER INTO
CUSTOMARY INTERCREDITOR AGREEMENTS ON BEHALF OF THE LENDERS IN CONNECTION WITH
RECEIVABLES PURCHASE FACILITIES PERMITTED HEREUNDER.
THE ADMINISTRATIVE AGENT
AGREES TO ACT AS SUCH CONTRACTUAL REPRESENTATIVE UPON THE EXPRESS CONDITIONS
CONTAINED IN THIS ARTICLE X.
NOTWITHSTANDING THE USE OF THE DEFINED TERM
"ADMINISTRATIVE AGENT," IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT THE
ADMINISTRATIVE AGENT SHALL NOT HAVE ANY FIDUCIARY RESPONSIBILITIES TO ANY OF THE
HOLDERS OF SECURED OBLIGATIONS BY REASON OF THIS AGREEMENT OR ANY OTHER LOAN
DOCUMENT AND THAT THE ADMINISTRATIVE AGENT IS MERELY ACTING AS THE CONTRACTUAL
REPRESENTATIVE OF THE LENDERS WITH ONLY THOSE DUTIES AS ARE EXPRESSLY SET FORTH
IN THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS.
IN ITS CAPACITY AS THE LENDERS'
CONTRACTUAL REPRESENTATIVE, THE ADMINISTRATIVE AGENT (I) DOES NOT HEREBY ASSUME
ANY FIDUCIARY DUTIES TO ANY OF THE HOLDERS OF SECURED OBLIGATIONS, (II) IS