PUBLICLY AVAILABLE OTHER THAN AS A RESULT OF A BREACH OF THIS SECTION
10.11, OR WHICH BECOMES AVAILABLE TO THE ADMINISTRATIVE AGENT, THE ISSUING BANK,
ANY LENDER OR ANY RELATED PARTY OF ANY OF THE FOREGOING ON A NON-CONFIDENTIAL
BASIS FROM A SOURCE OTHER THAN THE BORROWER, (V) IN CONNECTION WITH THE EXERCISE
OF ANY REMEDY HEREUNDER OR ANY SUIT, ACTION OR PROCEEDING RELATING TO THIS
AGREEMENT OR THE ENFORCEMENT OF RIGHTS HEREUNDER, AND (IX) SUBJECT TO PROVISIONS
SUBSTANTIALLY SIMILAR TO THIS SECTION 10.11, TO ANY ACTUAL OR PROSPECTIVE
ASSIGNEE OR PARTICIPANT, OR (VI) WITH THE CONSENT OF THE BORROWER.
ANY PERSON
REQUIRED TO MAINTAIN THE CONFIDENTIALITY OF ANY INFORMATION AS PROVIDED FOR IN
THIS SECTION 10.11 SHALL BE CONSIDERED TO HAVE COMPLIED WITH ITS OBLIGATION TO
DO SO IF SUCH PERSON HAS EXERCISED THE SAME DEGREE OF CARE TO MAINTAIN THE
CONFIDENTIALITY OF SUCH INFORMATION AS SUCH PERSON WOULD ACCORD ITS OWN
CONFIDENTIAL INFORMATION; PROVIDED THAT, IN THE CASE OF CLAUSES (II) OR (III),
WITH THE EXCEPTION OF DISCLOSURE TO BANK REGULATORY AUTHORITIES, THE
ADMINISTRATIVE AGENT, THE ISSUING BANK AND EACH LENDER AGREE, TO THE EXTENT
PRACTICABLE AND LEGALLY PERMISSIBLE, TO GIVE THE BORROWER PROMPT PRIOR NOTICE SO
THAT IT MAY SEEK A PROTECTIVE ORDER OR OTHER APPROPRIATE REMEDY.
SECTION 10.12.
INTEREST RATE
LIMITATION.
NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, IF AT ANY TIME THE
INTEREST RATE APPLICABLE TO ANY LOAN, TOGETHER WITH ALL FEES, CHARGES AND OTHER
AMOUNTS WHICH MAY BE TREATED AS INTEREST ON SUCH LOAN UNDER APPLICABLE LAW
(COLLECTIVELY, THE "CHARGES"), SHALL EXCEED THE MAXIMUM LAWFUL RATE OF INTEREST
(THE "MAXIMUM RATE") WHICH MAY BE CONTRACTED FOR, CHARGED, TAKEN, RECEIVED OR
RESERVED BY A LENDER HOLDING SUCH LOAN IN ACCORDANCE WITH APPLICABLE LAW, THE
RATE OF INTEREST PAYABLE IN RESPECT OF SUCH LOAN HEREUNDER, TOGETHER WITH ALL
CHARGES PAYABLE IN RESPECT THEREOF, SHALL BE LIMITED TO THE MAXIMUM RATE AND, TO
THE EXTENT LAWFUL, THE INTEREST AND CHARGES THAT WOULD HAVE BEEN PAYABLE IN
RESPECT OF SUCH LOAN BUT WERE NOT PAYABLE AS A RESULT OF THE OPERATION OF THIS
SECTION 10.12 SHALL BE CUMULATED AND THE INTEREST AND CHARGES PAYABLE TO SUCH
LENDER IN RESPECT OF OTHER LOANS OR PERIODS SHALL BE INCREASED (BUT NOT ABOVE
THE MAXIMUM RATE THEREFOR) UNTIL SUCH CUMULATED AMOUNT, TOGETHER WITH INTEREST
THEREON AT THE FEDERAL FUNDS RATE TO THE DATE OF REPAYMENT (TO THE EXTENT
PERMITTED BY APPLICABLE LAW), SHALL HAVE BEEN RECEIVED BY SUCH LENDER.
SECTION 10.13.
PATRIOT ACT.
THE
ADMINISTRATIVE AGENT AND EACH LENDER TO WHOM THE PATRIOT ACT APPLIES HEREBY
NOTIFIES THE LOAN PARTIES THAT PURSUANT TO THE REQUIREMENTS OF THE USA PATRIOT
ACT (TITLE III OF PUB. L. 107-56 (SIGNED INTO LAW OCTOBER 26, 2001)) (THE
"PATRIOT ACT"), IT IS REQUIRED TO OBTAIN, VERIFY AND RECORD INFORMATION THAT
IDENTIFIES THE BORROWER, WHICH INFORMATION INCLUDES THE NAME AND ADDRESS OF THE
BORROWER AND OTHER INFORMATION THAT WILL ALLOW SUCH LENDER OR THE ADMINISTRATIVE
AGENT, AS APPLICABLE, TO IDENTIFY THE BORROWER IN ACCORDANCE WITH THE PATRIOT
ACT.