HEREUNDER OR UNDER ANY OTHER LOAN DOCUMENT (IN THIS SECTION CALLED AN "ENTITLED
PERSON") SHALL, NOTWITHSTANDING THE RATE OF EXCHANGE ACTUALLY APPLIED IN
RENDERING SUCH JUDGMENT, BE DISCHARGED ONLY TO THE EXTENT THAT ON THE BUSINESS
DAY FOLLOWING RECEIPT BY SUCH ENTITLED PERSON OF ANY SUM ADJUDGED TO BE DUE
HEREUNDER IN THE SECOND CURRENCY SUCH ENTITLED PERSON MAY IN ACCORDANCE WITH
NORMAL BANKING PROCEDURES PURCHASE AND TRANSFER TO THE SPECIFIED PLACE THE
SPECIFIED CURRENCY WITH THE AMOUNT OF THE SECOND CURRENCY SO ADJUDGED TO BE DUE;
AND THE BORROWER HEREBY, AS A SEPARATE OBLIGATION AND NOTWITHSTANDING ANY SUCH
JUDGMENT, AGREES TO INDEMNIFY SUCH ENTITLED PERSON AGAINST, AND TO PAY SUCH
ENTITLED PERSON ON DEMAND, IN THE SPECIFIED CURRENCY, THE AMOUNT (IF ANY) BY
WHICH THE SUM ORIGINALLY DUE TO SUCH ENTITLED PERSON IN THE SPECIFIED CURRENCY
HEREUNDER EXCEEDS THE AMOUNT OF THE SPECIFIED CURRENCY SO PURCHASED AND
TRANSFERRED.
SECTION 9.12.
HEADINGS.
ARTICLE AND SECTION HEADINGS AND THE TABLE OF CONTENTS
USED HEREIN ARE FOR CONVENIENCE OF REFERENCE ONLY, ARE NOT PART OF THIS
AGREEMENT AND SHALL NOT AFFECT THE CONSTRUCTION OF, OR BE TAKEN INTO
CONSIDERATION IN INTERPRETING, THIS AGREEMENT.
SECTION 9.13.
TREATMENT OF CERTAIN INFORMATION; CONFIDENTIALITY.
(a)
Treatment of Certain Information.
The Borrower acknowledges that
from time to time financial advisory, investment banking and other services may
be offered or provided to the Borrower or one or more of its Subsidiaries (in
connection with this Agreement or otherwise) by any Lender or by one or more
subsidiaries or affiliates of such Lender and the Borrower hereby authorizes
each Lender to share any information delivered to such Lender by the Borrower
and its Subsidiaries pursuant to this Agreement, or in connection with the
decision of such Lender to enter into this Agreement, to any such subsidiary or
affiliate, it being understood that any such subsidiary or affiliate receiving
such information shall be bound by the provisions of paragraph (b) of this
Section as if it were a Lender hereunder.
Such authorization shall survive the
repayment of the Loans, the expiration or termination of the Letters of Credit
and the Commitments or the termination of this Agreement or any provision
hereof.
(b)
Confidentiality.
Each of the Administrative Agent, the Lenders
and the Issuing Bank agrees to maintain the confidentiality of the Information
(as defined below), except that Information may be disclosed (i) to its
Affiliates and to its and its Affiliates' respective partners, directors,
officers, employees, agents, advisors and other representatives (it being
understood that the Persons to whom such disclosure is made
93
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 authority purporting to have jurisdiction over it or its Affiliates
(including any 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 hereto, (v) in connection with the exercise of any
remedies hereunder or under