THE RIGHT TO APPROVE ANY
AMENDMENT TO, OR ANY CONSENT OR WAIVER WITH RESPECT TO, THIS AGREEMENT OR ANY
OTHER LOAN DOCUMENT, AND SHALL BE ENTITLED TO THE BENEFITS OF SECTION 17 HEREOF
AS IF SUCH PARTICIPANT WAS A "LENDER" HEREUNDER.
THE PROVISIONS OF THIS
SECTION 14.1(E) ARE SOLELY FOR THE BENEFIT OF THE LENDER GROUP AND BORROWER
SHALL NOT HAVE ANY RIGHTS AS THIRD PARTY BENEFICIARIES OF ANY SUCH PROVISIONS.
55
(F)
IN CONNECTION WITH ANY SUCH ASSIGNMENT OR PARTICIPATION OR
PROPOSED ASSIGNMENT OR PARTICIPATION, A LENDER MAY, SUBJECT TO THE PROVISIONS OF
SECTION 18.9, DISCLOSE ALL DOCUMENTS AND INFORMATION WHICH IT NOW OR HEREAFTER
MAY HAVE RELATING TO BORROWER AND ITS SUBSIDIARIES AND THEIR RESPECTIVE
BUSINESSES.
(G)
ANY OTHER PROVISION IN THIS AGREEMENT NOTWITHSTANDING, ANY LENDER
MAY AT ANY TIME CREATE A SECURITY INTEREST IN, OR PLEDGE, ALL OR ANY PORTION OF
ITS RIGHTS UNDER AND INTEREST IN THIS AGREEMENT IN FAVOR OF ANY FEDERAL RESERVE
BANK IN ACCORDANCE WITH REGULATION A OF THE FEDERAL RESERVE BANK OR U.S.
TREASURY REGULATION 31 CFR § 203.24 OR ANY OTHER PERSON, INCLUDING, WITHOUT
LIMITATION, AS PROVIDED IN SECTION 2.15, AND SUCH PERSON MAY ENFORCE SUCH PLEDGE
OR SECURITY INTEREST IN ANY MANNER PERMITTED UNDER APPLICABLE LAW; PROVIDED,
THAT NO SUCH PLEDGE OR GRANT OF A SECURITY INTEREST SHALL RELEASE A LENDER FROM
ANY OF ITS OBLIGATIONS HEREUNDER OR SUBSTITUTE ANY SUCH PLEDGEE OR SECURED PARTY
(OR ANY TRANSFEREE THEREOF) FOR SUCH LENDER AS A PARTY HERETO UNLESS SUCH
PLEDGEE OR SECURED PARTY (OR TRANSFEREE) BECOMES A LENDER HEREUNDER.
(H)
AGENT SHALL, ACTING SOLELY FOR THIS PURPOSE AS A NON-FIDUCIARY
AGENT OF BORROWER, MAINTAIN, OR CAUSE TO BE MAINTAINED, A REGISTER (THE
"REGISTER") ON WHICH IT SHALL ENTER THE NAMES AND ADDRESSES OF THE LENDERS AND
THE COMMITMENTS OF, AND THE PRINCIPAL AMOUNT OF THE ADVANCES (AND STATED
INTEREST THEREON) AND OBLIGATIONS WITH RESPECT TO LETTERS OF CREDIT OWING TO,
EACH LENDER FROM TIME TO TIME.
SUBJECT TO THE LAST SENTENCE OF THIS
SECTION 14.1(H), THE ENTRIES IN THE REGISTER SHALL BE CONCLUSIVE AND BINDING FOR
ALL PURPOSES, ABSENT MANIFEST ERROR, AND BORROWER, AGENT AND LENDERS MAY TREAT
EACH PERSON WHOSE NAME IS RECORDED IN THE REGISTER AS A LENDER HEREUNDER FOR ALL
PURPOSES OF THIS AGREEMENT.
THE REGISTER SHALL BE AVAILABLE FOR INSPECTION BY
BORROWER AT ANY REASONABLE TIME AND FROM TIME TO TIME UPON REASONABLE NOTICE.
IN THE CASE OF A RELATED PARTY ASSIGNMENT PURSUANT TO THE PROVISO IN
SECTION 14.1(A) AS TO WHICH AN ASSIGNMENT AND ACCEPTANCE IS NOT DELIVERED TO
AGENT, THE ASSIGNING LENDER SHALL, ACTING SOLELY FOR THIS PURPOSE AS A
NON-FIDUCIARY AGENT OF BORROWER, MAINTAIN A REGISTER (THE "RELATED PARTY
REGISTER") COMPARABLE TO THE REGISTER ON BEHALF OF BORROWER.
THE RELATED PARTY
REGISTER SHALL BE AVAILABLE FOR INSPECTION BY BORROWER AT ANY REASONABLE TIME
AND FROM TIME TO TIME UPON REASONABLE NOTICE.
(I)
A REGISTERED LOAN (AND THE REGISTERED NOTE, IF ANY, EVIDENCING
THE SAME) MAY BE ASSIGNED OR SOLD IN WHOLE OR IN