(I) TO
ITS AND ITS AFFILIATES' DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, INCLUDING
ACCOUNTANTS, LEGAL COUNSEL AND OTHER ADVISORS (IT BEING UNDERSTOOD THAT THE
PERSONS TO WHOM SUCH DISCLOSURE IS MADE WILL BE INFORMED OF THE CONFIDENTIAL
NATURE OF SUCH INFORMATION AND INSTRUCTED TO KEEP SUCH INFORMATION
CONFIDENTIAL), (II) TO THE EXTENT REQUESTED BY ANY REGULATORY OR SELF-REGULATORY
AUTHORITY, (III) TO THE EXTENT REQUIRED BY APPLICABLE LAWS OR REGULATIONS OR BY
ANY SUBPOENA OR SIMILAR LEGAL PROCESS, (IV) TO ANY OTHER PARTY TO THIS
AGREEMENT, (V) IN CONNECTION WITH THE EXERCISE OF ANY REMEDIES HEREUNDER OR
UNDER ANY OTHER LOAN DOCUMENT OR ANY SUIT, ACTION OR PROCEEDING RELATING TO THIS
AGREEMENT OR ANY OTHER LOAN DOCUMENT OR THE ENFORCEMENT OF RIGHTS HEREUNDER OR
THEREUNDER, (VI) SUBJECT TO AN AGREEMENT CONTAINING PROVISIONS SUBSTANTIALLY THE
SAME AS THOSE OF THIS PARAGRAPH, TO (I) ANY ASSIGNEE OF OR PARTICIPANT IN, OR
ANY PROSPECTIVE ASSIGNEE OF OR PARTICIPANT IN, ANY OF ITS RIGHTS OR OBLIGATIONS
UNDER THIS AGREEMENT OR (II) ANY ACTUAL OR PROSPECTIVE COUNTERPARTY (OR ITS
ADVISORS) TO ANY SWAP OR DERIVATIVE TRANSACTION RELATING TO THE OBLIGORS AND
THEIR RESPECTIVE OBLIGATIONS, (VII) WITH THE CONSENT OF THE COMPANY OR (VIII) TO
THE EXTENT SUCH INFORMATION (A) BECOMES PUBLICLY AVAILABLE OTHER THAN AS A
RESULT OF A BREACH OF THIS PARAGRAPH OR (B) BECOMES AVAILABLE TO THE
ADMINISTRATIVE AGENT, ANY ISSUING LENDER OR ANY LENDER ON A NONCONFIDENTIAL
BASIS FROM A SOURCE OTHER THAN THE BORROWER.
FOR THE PURPOSES OF THIS
PARAGRAPH, "INFORMATION" MEANS ALL INFORMATION RECEIVED FROM THE COMPANY OR ANY
OF ITS SUBSIDIARIES RELATING TO THE COMPANY, ITS SUBSIDIARIES OR THEIR
RESPECTIVE BUSINESS, OTHER THAN ANY SUCH INFORMATION THAT IS AVAILABLE TO THE
ADMINISTRATIVE AGENT, ANY ISSUING LENDER OR ANY LENDER ON A NONCONFIDENTIAL
BASIS PRIOR TO DISCLOSURE BY THE COMPANY; PROVIDED THAT, IN THE CASE OF
INFORMATION RECEIVED FROM THE COMPANY
Credit Agreement
- 96 -
AFTER THE DATE HEREOF, SUCH INFORMATION IS CLEARLY IDENTIFIED AT THE TIME OF
DELIVERY AS CONFIDENTIAL.
ANY PERSON REQUIRED TO MAINTAIN THE CONFIDENTIALITY
OF INFORMATION AS PROVIDED IN THIS SECTION 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 TO ITS OWN CONFIDENTIAL INFORMATION.
SECTION 10.14.
TERMINATION OF COMMITMENTS UNDER EXISTING CREDIT AGREEMENT.
EACH OF THE SIGNATORIES HERETO THAT IS ALSO A PARTY TO THE EXISTING CREDIT
AGREEMENT HEREBY AGREES THAT, AS OF THE EFFECTIVE DATE, ALL OF THE COMMITMENTS
TO EXTEND CREDIT UNDER THE EXISTING CREDIT AGREEMENT WILL BE TERMINATED
AUTOMATICALLY.
THIS AGREEMENT CONSTITUTES NOTICE THEREOF AND PURSUANT HERETO
THE REQUIREMENT CONTAINED IN SECTION 2.08(C) OF THE EXISTING CREDIT AGREEMENT
THAT THREE BUSINESS DAYS' (AS DEFINED THEREIN) NOTICE OF THE TERMINATION OF SUCH
COMMITMENTS BE GIVEN TO THE ADMINISTRATIVE AGENT THEREUNDER IS WAIVED.
SECTION 10.15.
USA PATRIOT ACT.
EACH LENDER HEREBY NOTIFIES THE OBLIGORS THAT
PURSUANT TO THE REQUIREMENTS OF THE USA PATRIOT ACT (TITLE III OF PUB. L.