HAVE NO FURTHER
COMMITMENT TO LEND UNDER THE CREDIT AGREEMENT, THE TOTAL L/C EXPOSURE HAS BEEN
REDUCED TO ZERO AND THE ISSUING BANK HAS NO FURTHER OBLIGATIONS TO ISSUE LETTERS
OF CREDIT UNDER THE CREDIT AGREEMENT.
(B)
A SUBSIDIARY PARTY SHALL AUTOMATICALLY BE RELEASED FROM ITS OBLIGATIONS
HEREUNDER AND THE SECURITY INTEREST IN THE COLLATERAL OF SUCH SUBSIDIARY PARTY
SHALL BE AUTOMATICALLY RELEASED UPON THE CONSUMMATION OF ANY TRANSACTION
PERMITTED BY THE CREDIT AGREEMENT AS A RESULT OF WHICH SUCH SUBSIDIARY PARTY
CEASES TO BE A DOMESTIC SUBSIDIARY LOAN PARTY, PROVIDED THAT THE LENDERS SHALL
HAVE CONSENTED TO SUCH TRANSACTION (TO THE EXTENT REQUIRED BY THE CREDIT
AGREEMENT) AND THE TERMS OF SUCH CONSENT DID NOT PROVIDE OTHERWISE.
(C)
UPON ANY SALE OR OTHER TRANSFER BY ANY GRANTOR OF ANY COLLATERAL THAT IS
PERMITTED UNDER THE CREDIT AGREEMENT, OR UPON THE EFFECTIVENESS OF ANY WRITTEN
CONSENT TO THE RELEASE OF THE SECURITY INTEREST GRANTED HEREBY IN ANY COLLATERAL
PURSUANT TO
35
SECTION 9.02 OF THE CREDIT AGREEMENT, THE SECURITY INTEREST IN SUCH COLLATERAL
SHALL BE AUTOMATICALLY RELEASED.
(D)
IN CONNECTION WITH ANY TERMINATION OR RELEASE PURSUANT TO PARAGRAPH (A),
(B) OR (C) ABOVE, THE ADMINISTRATIVE AGENT SHALL EXECUTE AND DELIVER TO ANY
GRANTOR, AT SUCH GRANTOR'S EXPENSE, ALL DOCUMENTS THAT SUCH GRANTOR SHALL
REASONABLY REQUEST TO EVIDENCE SUCH TERMINATION OR RELEASE.
ANY EXECUTION AND
DELIVERY OF DOCUMENTS PURSUANT TO THIS SECTION 6.13 SHALL BE WITHOUT RECOURSE TO
OR WARRANTY BY THE ADMINISTRATIVE AGENT.
SECTION 6.14.
ADDITIONAL SUBSIDIARIES.
PURSUANT TO SECTION 5.11 OF THE CREDIT
AGREEMENT, EACH DOMESTIC SUBSIDIARY LOAN PARTY THAT WAS NOT IN EXISTENCE OR NOT
A DOMESTIC SUBSIDIARY LOAN PARTY ON THE RESTATEMENT EFFECTIVE DATE IS REQUIRED
TO ENTER INTO THIS AGREEMENT AS A SUBSIDIARY PARTY UPON BECOMING SUCH A DOMESTIC
SUBSIDIARY LOAN PARTY.
UPON EXECUTION AND DELIVERY BY THE ADMINISTRATIVE AGENT
AND A DOMESTIC SUBSIDIARY LOAN PARTY OF AN INSTRUMENT IN THE FORM OF EXHIBIT A
HERETO, SUCH DOMESTIC SUBSIDIARY LOAN PARTY SHALL BECOME A SUBSIDIARY PARTY
HEREUNDER WITH THE SAME FORCE AND EFFECT AS IF ORIGINALLY NAMED AS A SUBSIDIARY
PARTY HEREIN.
THE EXECUTION AND DELIVERY OF ANY SUCH INSTRUMENT SHALL NOT
REQUIRE THE CONSENT OF ANY OTHER GRANTOR HEREUNDER.
THE RIGHTS AND OBLIGATIONS
OF EACH GRANTOR HEREUNDER SHALL REMAIN IN FULL FORCE AND EFFECT NOTWITHSTANDING
THE ADDITION OF ANY DOMESTIC SUBSIDIARY LOAN PARTY AS A PARTY TO THIS AGREEMENT.
SECTION 6.15.
ADMINISTRATIVE AGENT APPOINTED ATTORNEY-IN-FACT.
EACH GRANTOR
HEREBY APPOINTS THE ADMINISTRATIVE AGENT THE ATTORNEY-IN-FACT OF SUCH GRANTOR
FOR THE PURPOSE OF CARRYING OUT THE PROVISIONS OF THIS AGREEMENT AND TAKING ANY
ACTION AND EXECUTING ANY INSTRUMENT THAT THE ADMINISTRATIVE AGENT MAY DEEM
NECESSARY OR ADVISABLE TO ACCOMPLISH THE PURPOSES HEREOF, WHICH APPOINTMENT IS
IRREVOCABLE UNTIL THE PAYMENT IN FULL OF THE OBLIGATIONS AND COUPLED WITH AN
INTEREST.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE ADMINISTRATIVE
AGENT SHALL HAVE THE RIGHT, UPON THE OCCURRENCE AND DURING THE CONTINUANCE OF AN
EVENT OF DEFAULT, WITH FULL POWER OF SUBSTITUTION EITHER IN THE ADMINISTRATIVE
AGENT'S NAME