FACILITY AGENT UNDER THE FINANCE DOCUMENTS.
136
(D)
THE RESIGNATION NOTICE OF THE FACILITY
AGENT SHALL ONLY TAKE EFFECT UPON THE APPOINTMENT OF A SUCCESSOR FACILITY AGENT.
(E)
UPON THE APPOINTMENT OF A SUCCESSOR, THE
RETIRING FACILITY AGENT SHALL BE DISCHARGED FROM ANY FURTHER OBLIGATION IN
RESPECT OF THE FINANCE DOCUMENTS BUT SHALL REMAIN ENTITLED TO THE BENEFIT OF
THIS CLAUSE 25. THE FACILITY AGENT'S SUCCESSOR AND EACH OF THE OTHER PARTIES TO
THIS AGREEMENT SHALL HAVE THE SAME RIGHTS AND OBLIGATIONS AMONGST THEMSELVES AS
THEY WOULD HAVE HAD IF SUCH SUCCESSOR FACILITY AGENT HAD BEEN AN ORIGINAL PARTY
AS FACILITY AGENT.
25.12
CONFIDENTIALITY
(A)
THE FACILITY AGENT (IN ACTING AS AGENT FOR
THE FINANCE PARTIES) SHALL BE REGARDED AS ACTING THROUGH ITS AGENCY DIVISION
WHICH SHALL BE TREATED AS A SEPARATE ENTITY FROM ANY OTHER OF ITS DIVISIONS OR
DEPARTMENTS.
(B)
IF INFORMATION IS RECEIVED BY ANOTHER
DIVISION OR DEPARTMENT OF THE FACILITY AGENT IT MAY BE TREATED AS CONFIDENTIAL
TO THAT DIVISION OR DEPARTMENT AND THE FACILITY AGENT SHALL NOT BE DEEMED TO
HAVE NOTICE OF IT.
(C)
NOTWITHSTANDING ANY OTHER PROVISION OF ANY
FINANCE DOCUMENT TO THE CONTRARY, THE FINANCE PARTIES ARE NOT OBLIGED TO
DISCLOSE TO ANY OTHER PERSON (I) ANY CONFIDENTIAL INFORMATION OR (II) ANY OTHER
INFORMATION IF THE DISCLOSURE WOULD, OR MIGHT IN ITS REASONABLE OPINION,
CONSTITUTE A BREACH OF ANY LAW.
(D)
NOTWITHSTANDING ANY OTHER PROVISION OF ANY
FINANCE DOCUMENT, THE PARTIES (AND EACH EMPLOYEE, REPRESENTATIVE OR OTHER AGENT
OF THE PARTIES) MAY DISCLOSE TO ANY AND ALL PERSONS, WITHOUT LIMITATION OF ANY
KIND, THE TAX TREATMENT AND ANY FACTS THAT MAY BE RELEVANT TO THE TAX STRUCTURE
OF THE TRANSACTION, PROVIDED, HOWEVER, THAT NO PARTY (AND NO EMPLOYEE,
REPRESENTATIVE, OR OTHER AGENT THEREOF) SHALL DISCLOSE ANY OTHER INFORMATION
THAT IS NOT RELEVANT TO UNDERSTANDING THE TAX TREATMENT AND TAX STRUCTURE OF THE
TRANSACTION (INCLUDING THE IDENTITY OF ANY PARTY AND ANY INFORMATION THAT COULD
LEAD ANOTHER TO DETERMINE THE IDENTITY OF ANY PARTY), OR ANY OTHER INFORMATION
TO THE EXTENT THAT SUCH DISCLOSURE COULD REASONABLY RESULT IN A VIOLATION OF ANY
APPLICABLE SECURITIES LAW.
25.13
FACILITY OFFICE
The Facility Agent may treat each Lender as a Lender, entitled to payments under
this Agreement and acting through its Facility Office unless it has received not
less than 5 Business Days' prior notice from that Lender to the contrary in
accordance with the terms of this Agreement.
25.14
LENDERS' ASSOCIATED COSTS DETAILS
To the extent applicable, each Lender shall supply the Facility Agent with any
information required by the Facility Agent in order to calculate the Associated
Costs Rate in accordance with Schedule 6 (Associated Costs Rate).
25.15
CREDIT APPRAISAL BY THE LENDERS
Without affecting the responsibility of any Obligor for information supplied (or
procured to be supplied) by it or on its behalf in connection with any Finance
Document, each Lender confirms to the Facility Agent, the Bookrunners and the
Arrangers that it has been, and will continue to be, solely responsible