CONNECTION WITH
ANY DISPOSITION PERMITTED HEREUNDER OR UNDER ANY OTHER LOAN DOCUMENT OR ANY
INVOLUNTARY DISPOSITION, OR (III) AS APPROVED IN ACCORDANCE WITH SECTION 11.01.
UPON REQUEST BY THE ADMINISTRATIVE AGENT AT ANY TIME, THE REQUIRED LENDERS WILL
CONFIRM IN WRITING THE ADMINISTRATIVE AGENT'S AUTHORITY TO RELEASE OR
SUBORDINATE ITS INTEREST IN PARTICULAR TYPES OR ITEMS OF PROPERTY, PURSUANT TO
THIS SECTION 11.11.
117
SECTION 11.12
OTHER AGENTS; MANAGERS.
NONE OF THE LENDERS OR
OTHER PERSONS IDENTIFIED ON THE FACING PAGE OR SIGNATURE PAGES OF THIS AGREEMENT
AS A "DOCUMENTATION AGENT" SHALL HAVE ANY RIGHT, POWER, OBLIGATION, LIABILITY,
RESPONSIBILITY OR DUTY UNDER THIS AGREEMENT OTHER THAN, IN THE CASE OF SUCH
LENDERS, THOSE APPLICABLE TO ALL LENDERS AS SUCH.
WITHOUT LIMITING THE
FOREGOING, NONE OF THE LENDERS OR OTHER PERSONS SO IDENTIFIED SHALL HAVE OR BE
DEEMED TO HAVE ANY FIDUCIARY RELATIONSHIP WITH ANY LENDER.
EACH LENDER
ACKNOWLEDGES THAT IT HAS NOT RELIED, AND WILL NOT RELY, ON ANY OF THE LENDERS OR
OTHER PERSONS SO IDENTIFIED IN DECIDING TO ENTER INTO THIS AGREEMENT OR IN
TAKING OR NOT TAKING ACTION HEREUNDER.
SECTION 11.13
COOPERATION OF LOAN PARTIES.
IF NECESSARY, EACH
LOAN PARTY AGREES TO (I) EXECUTE ANY DOCUMENTS (INCLUDING NEW REVOLVING NOTES,
DELAYED DRAW NOTES AND/OR TERM NOTES) REASONABLY REQUIRED TO EFFECTUATE AND
ACKNOWLEDGE EACH ASSIGNMENT OF A COMMITMENT TO AN ASSIGNEE IN ACCORDANCE WITH
SECTION 12.07, (II) MAKE THE LOAN PARTIES' MANAGEMENT AVAILABLE TO MEET WITH THE
ADMINISTRATIVE AGENT AND PROSPECTIVE PARTICIPANTS AND ASSIGNEES OF COMMITMENTS
AND (III) ASSIST THE ADMINISTRATIVE AGENT OR THE LENDERS IN THE PREPARATION OF
INFORMATION RELATING TO THE FINANCIAL AFFAIRS OF THE LOAN PARTIES AS ANY
PROSPECTIVE PARTICIPANT OR ASSIGNEE OF A COMMITMENT REASONABLY MAY REQUEST.
SECTION 11.14
COOPERATION OF LENDERS.
EACH LENDER SHALL
(A) PROMPTLY NOTIFY THE OTHER LENDERS AND THE ADMINISTRATIVE AGENT OF ANY EVENT
OF DEFAULT KNOWN TO SUCH LENDER UNDER THIS AGREEMENT AND NOT REASONABLY BELIEVED
TO HAVE BEEN PREVIOUSLY DISCLOSED TO THE OTHER LENDERS; (B) PROVIDE THE OTHER
LENDERS AND THE ADMINISTRATIVE AGENT WITH SUCH INFORMATION AND DOCUMENTATION AS
SUCH OTHER LENDERS OR AGENT SHALL REASONABLY REQUEST IN THE PERFORMANCE OF THEIR
RESPECTIVE DUTIES HEREUNDER, INCLUDING, ALL INFORMATION RELATIVE TO THE
OUTSTANDING BALANCE OF PRINCIPAL, INTEREST AND OTHER SUMS OWED TO SUCH LENDER BY
THE BORROWERS BUT EXCLUDING INTERNALLY GENERATED REPORTS AND ANALYSES AND OTHER
CUSTOMARILY CONFIDENTIAL MATERIALS; AND (C) COOPERATE WITH THE ADMINISTRATIVE
AGENT WITH RESPECT TO ANY AND ALL COLLECTIONS AND/OR FORECLOSURE PROCEDURES AT
ANY TIME COMMENCED AGAINST THE BORROWERS OR OTHERWISE IN RESPECT OF THE
COLLATERAL BY THE ADMINISTRATIVE AGENT IN THE NAME AND ON BEHALF OF THE LENDERS.
SECTION 11.15
ONE LENDER SUFFICIENT.
THIS AGREEMENT SHALL REMAIN
IN FULL FORCE AND EFFECT, AND ALL AGENCY PROVISIONS SHALL BE AND REMAIN
EFFECTIVE, NOTWITHSTANDING THE FACT THAT THERE MAY FROM TIME TO TIME BE ONLY ONE
LENDER HEREUNDER WHICH LENDER MAY BE THE SAME PERSON WHO IS THEN SERVING AS THE
ADMINISTRATIVE AGENT HEREUNDER.
ARTICLE XII
MISCELLANEOUS
SECTION 12.01
AMENDMENTS, ETC.
NO AMENDMENT OR WAIVER