SHALL BE SOLELY RESPONSIBLE FOR NOTIFYING ITS
PARTICIPANTS OF ANY MATTERS RELATING TO THE LOAN DOCUMENTS TO THE EXTENT ANY
SUCH NOTICE MAY BE REQUIRED, AND NO LENDER SHALL HAVE ANY OBLIGATION, DUTY, OR
LIABILITY TO ANY PARTICIPANT OF ANY OTHER LENDER. EXCEPT AS PROVIDED IN SECTION
16.7, NO MEMBER OF THE LENDER GROUP SHALL HAVE ANY LIABILITY FOR THE ACTS OF ANY
OTHER MEMBER OF THE LENDER GROUP. NO LENDER SHALL BE RESPONSIBLE TO ANY BORROWER
OR ANY OTHER PERSON FOR ANY FAILURE BY ANY OTHER LENDER TO FULFILL ITS
OBLIGATIONS TO MAKE CREDIT AVAILABLE HEREUNDER, NOR TO ADVANCE FOR IT OR ON ITS
BEHALF IN CONNECTION WITH ITS COMMITMENT, NOR TO TAKE ANY OTHER ACTION ON ITS
BEHALF HEREUNDER OR IN CONNECTION WITH THE FINANCING CONTEMPLATED HEREIN.
15.19
NO CONSEQUENTIAL DAMAGES. NEITHER AGENT NOR ANY LENDER, NOR ANY
AGENT OR ATTORNEY OF AGENT OR ANY LENDER, SHALL BE LIABLE TO A BORROWER OR ANY
OTHER PERSON ON ANY THEORY OF LIABILITY FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL
OR PUNITIVE DAMAGES.
16.
GENERAL PROVISIONS.
16.1
EFFECTIVENESS. THIS AGREEMENT SHALL BE BINDING AND DEEMED EFFECTIVE
WHEN EXECUTED BY BORROWERS, AGENT, AND EACH LENDER WHOSE SIGNATURE IS PROVIDED
FOR ON THE SIGNATURE PAGES HEREOF.
16.2
SECTION HEADINGS. HEADINGS AND NUMBERS HAVE BEEN SET FORTH HEREIN
FOR CONVENIENCE ONLY. UNLESS THE CONTRARY IS COMPELLED BY THE CONTEXT,
EVERYTHING CONTAINED IN EACH SECTION APPLIES EQUALLY TO THIS ENTIRE AGREEMENT.
16.3
INTERPRETATION. NEITHER THIS AGREEMENT OR ANY OF THE OTHER LOAN
DOCUMENTS NOR ANY UNCERTAINTY OR AMBIGUITY HEREIN OR THEREIN SHALL BE CONSTRUED
OR RESOLVED AGAINST THE LENDER GROUP OR BORROWERS, WHETHER UNDER ANY RULE OF
CONSTRUCTION OR OTHERWISE. ON THE CONTRARY, THIS AGREEMENT AND THE OTHER LOAN
DOCUMENTS HAVE BEEN REVIEWED BY ALL PARTIES AND SHALL BE CONSTRUED AND
INTERPRETED ACCORDING TO THE ORDINARY MEANING OF THE WORDS USED SO AS TO
ACCOMPLISH FAIRLY THE PURPOSES AND INTENTIONS OF ALL PARTIES HERETO AND THERETO.
TIME IS OF THE ESSENCE IN BORROWERS' PAYMENT AND PERFORMANCE OF THE OBLIGATIONS.
16.4
SEVERABILITY OF PROVISIONS. EACH PROVISION OF THIS AGREEMENT SHALL
BE SEVERABLE FROM EVERY OTHER PROVISION OF THIS AGREEMENT FOR THE PURPOSE OF
DETERMINING THE LEGAL ENFORCEABILITY OF ANY SPECIFIC PROVISION.
16.5
COUNTERPARTS; ELECTRONIC EXECUTION. THIS AGREEMENT MAY BE EXECUTED
IN ANY NUMBER OF COUNTERPARTS AND BY DIFFERENT PARTIES ON SEPARATE COUNTERPARTS,
EACH OF WHICH, WHEN EXECUTED AND DELIVERED, SHALL BE DEEMED TO BE AN ORIGINAL,
AND ALL OF WHICH, WHEN TAKEN TOGETHER, SHALL CONSTITUTE BUT ONE AND THE SAME
AGREEMENT. DELIVERY OF AN EXECUTED COUNTERPART OF THIS AGREEMENT BY
TELEFACSIMILE OR OTHER ELECTRONIC METHOD OF TRANSMISSION SHALL BE EQUALLY AS
EFFECTIVE AS DELIVERY OF AN ORIGINAL EXECUTED COUNTERPART OF THIS AGREEMENT. ANY
PARTY DELIVERING AN EXECUTED COUNTERPART OF THIS AGREEMENT BY TELEFACSIMILE OR
OTHER ELECTRONIC METHOD OF TRANSMISSION ALSO SHALL DELIVER AN ORIGINAL EXECUTED
COUNTERPART OF THIS AGREEMENT BUT THE FAILURE TO DELIVER AN ORIGINAL EXECUTED
COUNTERPART SHALL NOT AFFECT THE VALIDITY, ENFORCEABILITY, AND
65
BINDING EFFECT OF THIS AGREEMENT. THE FOREGOING SHALL APPLY TO