THE
84
EFFECTIVE DATE AND AMOUNT OF EACH ASSIGNMENT AGREEMENT DELIVERED TO AND ACCEPTED
BY IT AND THE PARTIES THERETO PURSUANT TO SECTION 12.3, (E) THE AMOUNT OF ANY
SUM RECEIVED BY THE AGENT HEREUNDER FROM THE BORROWER AND EACH LENDER'S SHARE
THEREOF, AND (F) ALL OTHER APPROPRIATE DEBITS AND CREDITS AS PROVIDED IN THIS
AGREEMENT, INCLUDING, WITHOUT LIMITATION, ALL FEES, CHARGES, EXPENSES AND
INTEREST.
THE ENTRIES IN THE REGISTER SHALL BE CONCLUSIVE, AND THE BORROWER,
THE AGENT AND THE LENDERS MAY TREAT EACH PERSON WHOSE NAME IS RECORDED IN THE
REGISTER PURSUANT TO THE TERMS HEREOF AS A LENDER HEREUNDER FOR ALL PURPOSES OF
THIS AGREEMENT, NOTWITHSTANDING NOTICE TO THE CONTRARY.
THE REGISTER SHALL BE
AVAILABLE FOR INSPECTION BY THE BORROWER AND ANY LENDER, AT ANY REASONABLE TIME
AND FROM TIME TO TIME UPON REASONABLE PRIOR NOTICE.
12.4.
DISSEMINATION OF INFORMATION.
EACH OF THE PARENT AND THE BORROWER
AUTHORIZES EACH LENDER TO DISCLOSE TO ANY PARTICIPANT OR PURCHASER OR ANY OTHER
PERSON ACQUIRING AN INTEREST IN THE LOAN DOCUMENTS BY OPERATION OF LAW (EACH A
"TRANSFEREE") AND ANY PROSPECTIVE TRANSFEREE ANY AND ALL INFORMATION IN SUCH
LENDER'S POSSESSION CONCERNING THE CREDITWORTHINESS OF THE PARENT, THE BORROWER
AND THE SUBSIDIARIES; PROVIDED THAT EACH TRANSFEREE AND PROSPECTIVE TRANSFEREE
AGREES TO BE BOUND BY SECTION 9.11 OF THIS AGREEMENT.
12.5.
TAX CERTIFICATIONS.
IF ANY INTEREST IN ANY LOAN DOCUMENT IS
TRANSFERRED TO ANY TRANSFEREE, THE TRANSFEROR LENDER SHALL CAUSE SUCH
TRANSFEREE, CONCURRENTLY WITH THE EFFECTIVENESS OF SUCH TRANSFER, TO COMPLY WITH
THE PROVISIONS OF SECTION 3.5(IV) AND (VI).
12.6.
REIMBURSEMENT OBLIGATIONS.
FOR PURPOSES OF THIS ARTICLE XII, WITH
RESPECT TO EACH LETTER OF CREDIT, IF AN LC ISSUER TRANSFERS ITS RIGHTS WITH
RESPECT TO THE BORROWER'S OBLIGATION TO PAY REIMBURSEMENT OBLIGATIONS IN RESPECT
OF SUCH LETTER OF CREDIT, SUCH LC ISSUER SHALL GIVE NOTICE OF SUCH TRANSFER TO
THE AGENT FOR NOTATION IN THE REGISTER.
ARTICLE XIII
NOTICES
13.1.
NOTICES.
EXCEPT AS OTHERWISE PERMITTED BY SECTION 2.14, ALL
NOTICES, REQUESTS AND OTHER COMMUNICATIONS TO ANY PARTY HEREUNDER SHALL BE IN
WRITING (INCLUDING ELECTRONIC TRANSMISSION, FACSIMILE TRANSMISSION OR SIMILAR
WRITING) AND SHALL BE GIVEN TO SUCH PARTY: (X) IN THE CASE OF THE PARENT, THE
BORROWER, THE LC ISSUERS, OR THE AGENT, AT ITS ADDRESS OR FACSIMILE NUMBER SET
FORTH ON THE SIGNATURE PAGES HEREOF, (Y) IN THE CASE OF THE LENDERS, AT ITS
ADDRESS OR FACSIMILE NUMBER SET FORTH IN ITS ADMINISTRATIVE QUESTIONNAIRE OR (Z)
IN THE CASE OF ANY PARTY, AT SUCH OTHER ADDRESS OR FACSIMILE NUMBER AS SUCH
PARTY MAY HEREAFTER SPECIFY FOR THE PURPOSE BY NOTICE TO THE AGENT AND THE
BORROWER IN ACCORDANCE WITH THE PROVISIONS OF THIS SECTION 13.1.
EACH SUCH
NOTICE, REQUEST OR OTHER COMMUNICATION SHALL BE EFFECTIVE (I) IF GIVEN BY
FACSIMILE TRANSMISSION, WHEN TRANSMITTED TO THE FACSIMILE NUMBER SPECIFIED IN
THIS SECTION AND CONFIRMATION OF RECEIPT IS RECEIVED, (II) IF GIVEN BY MAIL, 72
HOURS AFTER SUCH COMMUNICATION IS DEPOSITED IN THE MAILS WITH FIRST CLASS
POSTAGE PREPAID, ADDRESSED AS AFORESAID, OR (III)