HEREUNDER AS SECURITY FOR BORROWINGS OR OTHER
OBLIGATIONS, INCLUDING ANY PLEDGE OR ASSIGNMENT TO SECURE OBLIGATIONS TO A
FEDERAL RESERVE BANK OR, IN THE CASE OF ANY LENDER THAT IS AN FUND, TO THE
TRUSTEE UNDER ANY INDENTURE TO WHICH SUCH FUND IS A PARTY IN SUPPORT OF ITS
OBLIGATIONS TO THE TRUSTEE FOR THE BENEFIT OF THE APPLICABLE TRUST
BENEFICIARIES; PROVIDED, HOWEVER, THAT NO SUCH PLEDGE OR ASSIGNMENT SHALL
RELEASE A LENDER FROM ANY OF ITS OBLIGATIONS HEREUNDER; AND PROVIDED FURTHER
THAT ANY FORECLOSURE OR SIMILAR ACTION BY ANY SUCH TRUSTEE SHALL BE SUBJECT TO
THE PROVISIONS OF THIS SECTION 11.7 CONCERNING ASSIGNMENTS AND NO SUCH TRUSTEE
SHALL HAVE ANY VOTING RIGHTS HEREUNDER SOLELY ON ACCOUNT OF SUCH PLEDGE.
(F)
ANY LENDER OR PARTICIPANT MAY, IN
CONNECTION WITH ANY ASSIGNMENT, PARTICIPATION, PLEDGE OR PROPOSED ASSIGNMENT,
PARTICIPATION OR PLEDGE PURSUANT TO THIS SECTION 11.7, DISCLOSE TO THE ASSIGNEE,
PARTICIPANT OR PLEDGEE OR PROPOSED ASSIGNEE, PARTICIPANT OR PLEDGEE ANY
INFORMATION RELATING TO THE COMPANY AND ITS SUBSIDIARIES FURNISHED TO IT BY OR
ON BEHALF OF ANY OTHER PARTY HERETO, PROVIDED THAT SUCH ASSIGNEE, PARTICIPANT OR
PLEDGEE OR PROPOSED ASSIGNEE, PARTICIPANT OR PLEDGEE AGREES IN WRITING TO KEEP
SUCH INFORMATION CONFIDENTIAL TO THE SAME EXTENT REQUIRED OF THE LENDERS UNDER
SECTION 11.13.
(G)
NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED HEREIN, IF WACHOVIA ASSIGNS ALL OF ITS COMMITMENTS AND LOANS IN
ACCORDANCE WITH THIS SECTION 11.7, WACHOVIA MAY RESIGN AS ISSUING LENDER UPON
WRITTEN NOTICE TO THE COMPANY AND THE LENDERS.
UPON ANY SUCH NOTICE OF
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RESIGNATION, THE COMPANY SHALL HAVE THE RIGHT TO APPOINT FROM AMONG THE LENDERS
A SUCCESSOR ISSUING LENDER; PROVIDED THAT NO FAILURE BY THE COMPANY TO MAKE SUCH
APPOINTMENT SHALL AFFECT THE RESIGNATION OF WACHOVIA AS ISSUING LENDER.
WACHOVIA SHALL RETAIN ALL OF THE RIGHTS AND OBLIGATIONS OF THE ISSUING LENDER
HEREUNDER WITH RESPECT TO ALL LETTERS OF CREDIT ISSUED BY IT AND OUTSTANDING AS
OF THE EFFECTIVE DATE OF ITS RESIGNATION AND ALL OBLIGATIONS OF THE COMPANY AND
THE REVOLVING CREDIT LENDERS WITH RESPECT THERETO (INCLUDING THE RIGHT TO
REQUIRE THE REVOLVING CREDIT LENDERS TO MAKE REVOLVING LOANS OR FUND
PARTICIPATION INTERESTS PURSUANT TO ARTICLE III).
11.8
NO WAIVER.
THE RIGHTS AND REMEDIES OF THE
ADMINISTRATIVE AGENT AND THE LENDERS EXPRESSLY SET FORTH IN THIS AGREEMENT AND
THE OTHER CREDIT DOCUMENTS ARE CUMULATIVE AND IN ADDITION TO, AND NOT EXCLUSIVE
OF, ALL OTHER RIGHTS AND REMEDIES AVAILABLE AT LAW, IN EQUITY OR OTHERWISE.
NO
FAILURE OR DELAY ON THE PART OF THE ADMINISTRATIVE AGENT OR ANY LENDER IN
EXERCISING ANY RIGHT, POWER OR PRIVILEGE SHALL OPERATE AS A WAIVER THEREOF, NOR
SHALL ANY SINGLE OR PARTIAL EXERCISE OF ANY SUCH RIGHT, POWER OR PRIVILEGE
PRECLUDE OTHER OR FURTHER EXERCISE THEREOF OR THE EXERCISE OF ANY OTHER RIGHT,
POWER OR PRIVILEGE OR BE CONSTRUED TO BE A WAIVER OF ANY DEFAULT OR EVENT OF
DEFAULT.
NO COURSE OF DEALING BETWEEN ANY CREDIT PARTY, THE ADMINISTRATIVE
AGENT OR THE LENDERS OR THEIR AGENTS OR EMPLOYEES SHALL BE