ADMINISTRATIVE AGENT PURSUANT TO THIS
AGREEMENT AND ANY OTHER LOAN DOCUMENT, INCLUDING, WITHOUT LIMITATION, ALL
98
NOTICES, REQUESTS, FINANCIAL STATEMENTS, FINANCIAL AND OTHER REPORTS,
CERTIFICATES AND OTHER INFORMATION MATERIALS, BUT EXCLUDING ANY SUCH
COMMUNICATION THAT (A) RELATES TO A REQUEST FOR A NEW, OR A CONVERSION OF AN
EXISTING, BORROWING OR OTHER EXTENSION OF CREDIT (INCLUDING ANY ELECTION OF AN
INTEREST RATE OR INTEREST PERIOD RELATING THERETO), (B) RELATES TO THE PAYMENT
OF ANY PRINCIPAL OR OTHER AMOUNT DUE UNDER THIS AGREEMENT PRIOR TO THE SCHEDULED
DATE THEREFOR, (C) PROVIDES NOTICE OF ANY DEFAULT OR EVENT OF DEFAULT UNDER THIS
AGREEMENT OR (D) IS REQUIRED TO BE DELIVERED TO SATISFY ANY CONDITION PRECEDENT
TO THE EFFECTIVENESS OF THIS AGREEMENT AND/OR ANY BORROWING OR OTHER EXTENSION
OF CREDIT HEREUNDER (ALL SUCH NON-EXCLUDED COMMUNICATIONS COLLECTIVELY, THE
"COMMUNICATIONS"), BY TRANSMITTING THE COMMUNICATIONS IN AN ELECTRONIC/SOFT
MEDIUM IN A FORMAT REASONABLY ACCEPTABLE TO THE ADMINISTRATIVE AGENT TO
OPLOANSWEBADMIN@CITIGROUP.COM. IN ADDITION, EACH LOAN PARTY AGREES TO CONTINUE
TO PROVIDE THE COMMUNICATIONS TO THE ADMINISTRATIVE AGENT IN THE MANNER
SPECIFIED IN THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT BUT ONLY TO THE EXTENT
REASONABLY REQUESTED BY THE ADMINISTRATIVE AGENT. NOTHING IN THIS SECTION 9.17
SHALL PREJUDICE THE RIGHT OF THE AGENTS, SYNDICATION AGENT, THE DOCUMENTATION
AGENT, THE LEAD ARRANGER OR ANY LENDER OR ANY LOAN PARTY TO GIVE ANY NOTICE OR
OTHER COMMUNICATION PURSUANT TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT IN ANY
OTHER MANNER SPECIFIED IN THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT.
(ii)
The Administrative Agent agrees that receipt of the
Communications by the Administrative Agent at its e-mail address set forth above
shall constitute effective delivery of the Communications to the Administrative
Agent for purposes of the Loan Documents. Each Lender agrees that notice to it
(as provided in the next sentence) specifying that the Communications have been
posted to the Platform (as defined below) shall constitute effective delivery of
the Communications to such Lender for purposes of the Loan Documents. Each
Lender agrees (A) to notify the Administrative Agent in writing (including by
electronic communication) from time to time of such Lender's e-mail address to
which the foregoing notice may be sent by electronic transmission and (B) that
the foregoing notice may be sent to such e-mail address.
(B)
POSTING. EACH LOAN PARTY FURTHER AGREES THAT THE ADMINISTRATIVE
AGENT MAY MAKE THE COMMUNICATIONS AVAILABLE TO THE LENDERS BY POSTING THE
COMMUNICATIONS ON INTRALINKS OR A SUBSTANTIALLY SIMILAR ELECTRONIC TRANSMISSION
SYSTEM (THE "PLATFORM").
(C)
THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE."
THE AGENT
PARTIES (AS DEFINED BELOW) DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE
COMMUNICATIONS, OR THE ADEQUACY OF THE PLATFORM AND EXPRESSLY DISCLAIM LIABILITY
FOR ERRORS OR OMISSIONS IN THE COMMUNICATIONS. NO WARRANTY OF ANY KIND, EXPRESS,
IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD
PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY ANY AGENT
PARTY (AS DEFINED BELOW) IN CONNECTION