MAKE LOANS TO,
ACCEPT DEPOSITS FROM, ACQUIRE EQUITY INTERESTS IN AND GENERALLY ENGAGE IN ANY
KIND OF BANKING, TRUST, FINANCIAL ADVISORY, UNDERWRITING OR OTHER BUSINESS WITH
EACH OF THE LOAN PARTIES AND THEIR RESPECTIVE AFFILIATES AS THOUGH, EACH AGENT
WAS NOT AN AGENT HEREUNDER, AND WITHOUT NOTICE TO OR CONSENT OF THE LENDERS.
THE LENDERS ACKNOWLEDGE THAT, PURSUANT TO SUCH ACTIVITIES, EACH AGENT AND EACH
OF THEIR RESPECTIVE AFFILIATES MAY RECEIVE INFORMATION REGARDING ANY LOAN PARTY
OR ITS AFFILIATES (INCLUDING INFORMATION THAT MAY BE SUBJECT TO CONFIDENTIALITY
OBLIGATIONS IN FAVOR OF SUCH LOAN PARTY OR SUCH AFFILIATE) AND ACKNOWLEDGE THAT
EACH AGENT AND THEIR RESPECTIVE AFFILIATES SHALL BE UNDER NO OBLIGATION TO
PROVIDE SUCH INFORMATION TO THEM.
WITH RESPECT TO ITS ADVANCES, EACH AGENT AND
THEIR RESPECTIVE AFFILIATES SHALL HAVE THE SAME RIGHTS AND POWERS UNDER THIS
AGREEMENT AS ANY OTHER LENDER AND MAY EXERCISE SUCH RIGHTS AND POWERS AS THOUGH
IT WERE NOT AN AGENT, AND THE TERMS "LENDER" AND "LENDERS" INCLUDE EACH AGENT IN
ITS INDIVIDUAL CAPACITY.
(B)
EACH LENDER UNDERSTANDS THAT THE ADMINISTRATIVE AGENT, ACTING IN
ITS INDIVIDUAL CAPACITY, AND ITS AFFILIATES (COLLECTIVELY, THE "AGENT'S GROUP")
ARE ENGAGED IN A WIDE RANGE OF FINANCIAL SERVICES AND BUSINESSES (INCLUDING
INVESTMENT MANAGEMENT, FINANCING, SECURITIES TRADING, CORPORATE AND INVESTMENT
BANKING AND RESEARCH) (SUCH SERVICES AND BUSINESSES ARE COLLECTIVELY REFERRED TO
IN THIS SECTION 7.08(B) AS "ACTIVITIES") AND MAY ENGAGE IN THE ACTIVITIES WITH
OR ON BEHALF OF ONE OR MORE OF THE LOAN PARTIES OR THEIR RESPECTIVE AFFILIATES.
FURTHERMORE, THE AGENT'S GROUP MAY, IN UNDERTAKING THE ACTIVITIES, ENGAGE IN
TRADING IN FINANCIAL PRODUCTS OR UNDERTAKE OTHER INVESTMENT BUSINESSES FOR ITS
OWN ACCOUNT OR ON BEHALF OF OTHERS (INCLUDING THE LOAN PARTIES AND THEIR
AFFILIATES AND INCLUDING HOLDING, FOR ITS OWN ACCOUNT OR ON BEHALF OF OTHERS,
EQUITY, DEBT AND SIMILAR POSITIONS IN THE BORROWER, ANOTHER LOAN PARTY OR THEIR
RESPECTIVE AFFILIATES), INCLUDING TRADING IN OR HOLDING LONG, SHORT OR
DERIVATIVE POSITIONS IN SECURITIES, LOANS OR OTHER FINANCIAL PRODUCTS OF ONE OR
MORE OF THE LOAN PARTIES OR THEIR AFFILIATES.
EACH LENDER UNDERSTANDS AND
AGREES THAT IN ENGAGING IN THE ACTIVITIES, THE AGENT'S GROUP MAY RECEIVE OR
OTHERWISE OBTAIN INFORMATION CONCERNING THE LOAN PARTIES OR THEIR AFFILIATES
(INCLUDING INFORMATION CONCERNING THE ABILITY OF THE LOAN PARTIES TO PERFORM
THEIR RESPECTIVE OBLIGATIONS HEREUNDER AND UNDER THE OTHER LOAN DOCUMENTS) WHICH
INFORMATION MAY NOT BE AVAILABLE TO ANY OF THE LENDERS THAT ARE NOT MEMBERS OF
THE AGENT'S GROUP.
NONE OF THE ADMINISTRATIVE AGENT NOR ANY MEMBER OF THE
AGENT'S GROUP SHALL HAVE ANY DUTY TO DISCLOSE TO ANY LENDER OR USE ON BEHALF OF
THE LENDERS, AND SHALL NOT BE LIABLE FOR THE FAILURE TO SO DISCLOSE OR USE, ANY
INFORMATION WHATSOEVER ABOUT OR DERIVED FROM THE ACTIVITIES OR OTHERWISE
(INCLUDING ANY INFORMATION CONCERNING THE BUSINESS, PROSPECTS, OPERATIONS,
PROPERTY, FINANCIAL AND OTHER CONDITION OR CREDITWORTHINESS OF ANY LOAN PARTY OR
ANY AFFILIATE OF ANY LOAN PARTY) OR TO ACCOUNT FOR ANY REVENUE OR PROFITS
OBTAINED IN CONNECTION WITH THE ACTIVITIES, EXCEPT THAT