CSCC AND ITS AFFILIATES (INCLUDING
CISCO SYSTEMS) MAY MAKE LOANS TO, ENTER INTO LEASES WITH, SELL EQUIPMENT AND
PROVIDE RELATED SERVICES TO, ACQUIRE EQUITY INTERESTS IN AND GENERALLY ENGAGE IN
ANY KIND OF BUSINESS WITH HOLDINGS, BORROWER AND THEIR SUBSIDIARIES AND
AFFILIATES AS THOUGH CSCC WERE NOT AGENT HEREUNDER AND WITHOUT NOTICE TO OR
CONSENT OF LENDERS.
LENDERS ACKNOWLEDGE THAT, PURSUANT TO SUCH ACTIVITIES, CSCC
OR ITS AFFILIATES MAY RECEIVE INFORMATION REGARDING HOLDINGS, BORROWER OR THEIR
AFFILIATES (INCLUDING INFORMATION THAT MAY BE SUBJECT TO CONFIDENTIALITY
OBLIGATIONS IN FAVOR OF HOLDINGS, BORROWER OR SUCH AFFILIATE) AND ACKNOWLEDGE
THAT AGENT SHALL BE UNDER NO OBLIGATION TO PROVIDE SUCH INFORMATION TO THEM.
WITH RESPECT TO ITS LOANS, CSCC SHALL HAVE THE SAME RIGHTS AND POWERS UNDER THIS
AGREEMENT AS ANY OTHER LENDER AND MAY EXERCISE THE SAME AS THOUGH IT WERE NOT
AGENT, AND THE TERMS "LENDER" AND "LENDERS" INCLUDE CSCC IN ITS INDIVIDUAL
CAPACITY.
7.9
COLLATERAL MATTERS.
(A) AGENT IS AUTHORIZED ON BEHALF OF ALL
LENDERS, WITHOUT THE NECESSITY OF ANY NOTICE TO OR FURTHER CONSENT FROM LENDERS,
FROM TIME TO TIME TO TAKE ANY ACTION WITH RESPECT TO ANY COLLATERAL OR THE
COLLATERAL DOCUMENTS WHICH MAY BE NECESSARY TO PERFECT AND MAINTAIN PERFECTED
THE SECURITY INTEREST IN AND LIENS UPON THE COLLATERAL GRANTED PURSUANT TO THE
COLLATERAL DOCUMENTS.
(B) LENDERS IRREVOCABLY AUTHORIZE AGENT, AT ITS OPTION
AND IN ITS DISCRETION, TO RELEASE ANY LIEN GRANTED TO OR HELD BY AGENT UPON ANY
COLLATERAL (I) UPON PAYMENT IN FULL OF ALL LOANS AND ALL OTHER OBLIGATIONS KNOWN
TO AGENT AND PAYABLE UNDER THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT;
(II) CONSTITUTING PROPERTY SOLD OR TO BE SOLD OR DISPOSED OF AS PART OF OR IN
CONNECTION WITH ANY DISPOSITION PERMITTED HEREUNDER; (III) CONSTITUTING PROPERTY
IN WHICH A LOAN PARTY OWNED NO INTEREST AT THE TIME THE LIEN WAS GRANTED OR AT
ANY TIME THEREAFTER; (IV) CONSTITUTING PROPERTY LEASED TO A LOAN PARTY IN A
TRANSACTION PERMITTED UNDER THIS AGREEMENT; (V) CONSISTING OF AN INSTRUMENT
EVIDENCING INDEBTEDNESS OR OTHER DEBT INSTRUMENT, IF THE INDEBTEDNESS EVIDENCED
THEREBY HAS BEEN PAID IN FULL; OR (VI) IF APPROVED, AUTHORIZED OR RATIFIED IN
WRITING BY MAJORITY LENDERS OR ALL LENDERS, AS THE CASE MAY BE, AS PROVIDED IN
SECTION 8.1.
UPON REQUEST BY AGENT AT ANY TIME, LENDERS WILL CONFIRM IN WRITING
AGENT'S AUTHORITY TO RELEASE PARTICULAR TYPES OR ITEMS OF COLLATERAL PURSUANT TO
THIS SECTION 7.9, PROVIDED THAT THE ABSENCE OF
34
ANY SUCH CONFIRMATION FOR WHATEVER REASON SHALL NOT AFFECT AGENT'S RIGHTS UNDER
THIS SECTION 7.9.
(C) EACH LENDER AGREES WITH AND IN FAVOR OF EACH OTHER (WHICH
AGREEMENT SHALL NOT BE FOR THE BENEFIT OF BORROWER OR ANY SUBSIDIARY) THAT THE
OBLIGATIONS TO SUCH LENDER ARE NOT AND SHALL NOT BE SECURED BY ANY REAL PROPERTY
COLLATERAL NOW OR HEREAFTER ACQUIRED BY SUCH LENDER.
7.10
SUCCESSOR AGENT.
AGENT MAY, AND AT THE REQUEST OF MAJORITY LENDERS SHALL,
RESIGN AS AGENT UPON 30 DAYS' NOTICE TO LENDERS.
IF AGENT RESIGNS UNDER THIS
AGREEMENT, MAJORITY