PROCEDURES REGARDING THE USE OF MATERIAL NON-PUBLIC
INFORMATION; THAT SUCH LENDER WILL HANDLE SUCH MATERIAL NON-PUBLIC INFORMATION
IN ACCORDANCE WITH THOSE PROCEDURES AND APPLICABLE LAW, INCLUDING UNITED STATES
FEDERAL AND STATE SECURITIES LAWS; AND THAT SUCH LENDER HAS IDENTIFIED TO THE
ADMINISTRATIVE AGENT A CREDIT CONTACT WHO MAY RECEIVE INFORMATION THAT MAY
CONTAIN MATERIAL NON-PUBLIC INFORMATION IN ACCORDANCE WITH ITS COMPLIANCE
PROCEDURES AND APPLICABLE LAW.
10.17
ADDITIONAL INDEBTEDNESS.
IN CONNECTION WITH THE
INCURRENCE BY ANY LOAN PARTY OR ANY SUBSIDIARY THEREOF OF ADDITIONAL
INDEBTEDNESS, EACH OF THE ADMINISTRATIVE AGENT AND THE COLLATERAL AGENT AGREE TO
EXECUTE AND DELIVER ANY AMENDMENTS, AMENDMENTS AND RESTATEMENTS, RESTATEMENTS OR
WAIVERS OF OR SUPPLEMENTS TO OR OTHER MODIFICATIONS TO, ANY SECURITY DOCUMENT
(INCLUDING BUT NOT LIMITED TO ANY MORTGAGES), AND TO MAKE OR CONSENT TO ANY
FILINGS OR TAKE ANY OTHER ACTIONS IN CONNECTION THEREWITH, AS MAY BE REASONABLY
DEEMED BY THE BORROWER TO BE NECESSARY OR REASONABLY DESIRABLE FOR ANY LIEN ON
THE ASSETS OF ANY LOAN PARTY PERMITTED TO SECURE SUCH ADDITIONAL INDEBTEDNESS TO
BECOME A VALID, PERFECTED LIEN (WITH SUCH PRIORITY AS MAY BE DESIGNATED BY THE
RELEVANT LOAN PARTY OR SUBSIDIARY, TO THE EXTENT SUCH PRIORITY IS PERMITTED BY
THE LOAN DOCUMENTS) PURSUANT TO THE SECURITY DOCUMENT BEING SO AMENDED, AMENDED
AND RESTATED, RESTATED, WAIVED, SUPPLEMENTED OR OTHERWISE MODIFIED OR OTHERWISE.
10.18
USA PATRIOT ACT NOTICE.
EACH LENDER HEREBY NOTIFIES
THE BORROWER THAT PURSUANT TO THE REQUIREMENTS OF THE USA PATRIOT ACT (TITLE III
OF PUB. LAW 107-56 (SIGNED INTO LAW OCTOBER 26, 2001)) (THE "PATRIOT ACT"), IT
IS REQUIRED TO OBTAIN, VERIFY, AND RECORD INFORMATION THAT IDENTIFIES THE
BORROWER AND EACH SUBSIDIARY GUARANTOR, WHICH INFORMATION INCLUDES THE NAME OF
THE BORROWER AND EACH SUBSIDIARY GUARANTOR AND OTHER INFORMATION THAT WILL ALLOW
SUCH LENDER TO IDENTIFY THE BORROWER AND EACH SUBSIDIARY GUARANTOR IN ACCORDANCE
WITH THE PATRIOT ACT, AND THE BORROWER AGREES TO PROVIDE SUCH INFORMATION FROM
TIME TO TIME TO ANY LENDER.
10.19
SPECIAL PROVISIONS REGARDING PLEDGES OF CAPITAL STOCK
IN, AND PROMISSORY NOTES OWED BY, PERSONS NOT ORGANIZED IN THE U.S.
TO THE
EXTENT ANY SECURITY DOCUMENT REQUIRES OR PROVIDES FOR THE PLEDGE OF PROMISSORY
NOTES ISSUED BY, OR CAPITAL STOCK IN, ANY PERSON ORGANIZED UNDER THE LAWS OF A
JURISDICTION OUTSIDE THE UNITED STATES, IT IS ACKNOWLEDGED THAT, AS OF THE
CLOSING DATE, NO ACTIONS HAVE BEEN REQUIRED TO BE TAKEN TO PERFECT, UNDER LOCAL
LAW OF THE JURISDICTION OF THE PERSON WHO ISSUED THE RESPECTIVE PROMISSORY NOTES
OR WHOSE CAPITAL STOCK IS PLEDGED, UNDER THE SECURITY DOCUMENTS.
THE BORROWER
HEREBY AGREES THAT, FOLLOWING ANY REQUEST BY THE ADMINISTRATIVE AGENT OR
REQUIRED LENDERS TO DO SO, THE BORROWER SHALL, AND SHALL CAUSE ITS RESTRICTED
SUBSIDIARIES TO, TAKE (TO THE EXTENT THEY MAY LAWFULLY DO SO) SUCH ACTIONS
(INCLUDING THE MAKING OF ANY FILINGS AND THE DELIVERY OF APPROPRIATE LEGAL
OPINIONS) UNDER THE LOCAL LAW OF ANY JURISDICTION WITH RESPECT TO WHICH SUCH
ACTIONS HAVE NOT ALREADY BEEN TAKEN AS ARE REASONABLY DETERMINED BY THE
ADMINISTRATIVE AGENT OR REQUIRED