THEREOF MADE BY IT.
EACH PARTY HERETO HEREBY AGREES THAT (I) NO SPC SHALL BE
LIABLE FOR ANY INDEMNITY OR SIMILAR PAYMENT OBLIGATION UNDER THIS AGREEMENT FOR
WHICH A LENDER WOULD OTHERWISE BE LIABLE AND (II) NO SPC SHALL BE ENTITLED TO
THE BENEFITS OF SECTIONS 2.15 AND 2.17 (OR ANY OTHER INCREASED COSTS PROTECTION
PROVISION).
NO ADDITIONAL NOTE SHALL BE REQUIRED TO EVIDENCE THE ADVANCES OR
PORTION THEREOF MADE BY A DESIGNATED LENDER; AND THE DESIGNATING LENDER SHALL BE
DEEMED TO HOLD ITS NOTE AS AGENT FOR ITS DESIGNATED LENDER TO THE EXTENT OF THE
ADVANCES OR PORTION THEREOF FUNDED BY SUCH DESIGNATED LENDER.
EACH DESIGNATING
LENDER SHALL ACT AS ADMINISTRATIVE AGENT FOR ITS DESIGNATED LENDER AND GIVE AND
RECEIVE NOTICES AND OTHER COMMUNICATIONS ON ITS BEHALF.
ANY PAYMENTS FOR THE
ACCOUNT OF ANY DESIGNATED LENDER SHALL BE PAID TO ITS DESIGNATING LENDER AS
ADMINISTRATIVE AGENT FOR SUCH DESIGNATED LENDER AND NEITHER THE BORROWER NOR THE
ADMINISTRATIVE AGENT SHALL BE RESPONSIBLE FOR ANY DESIGNATING LENDER'S
APPLICATION OF SUCH PAYMENTS.
IN ADDITION, ANY DESIGNATED LENDER MAY, WITH
NOTICE TO (BUT WITHOUT THE PRIOR WRITTEN CONSENT OF) THE BORROWER AND THE
ADMINISTRATIVE AGENT, (I) ASSIGN ALL OR PORTIONS OF ITS INTEREST IN ANY ADVANCES
TO ITS DESIGNATING LENDER AND (II) DISCLOSE ON A CONFIDENTIAL BASIS ANY
NON-PUBLIC INFORMATION RELATING TO ITS ADVANCES OR PORTIONS THEREOF TO ANY
RATING AGENCY, COMMERCIAL PAPER DEALER OR PROVIDER OF ANY GUARANTEE, SURETY,
CREDIT OR LIQUIDITY ENHANCEMENT TO SUCH DESIGNATED LENDER.
THIS CLAUSE (E) OF
SECTION 8.07 MAY NOT BE AMENDED WITHOUT THE PRIOR WRITTEN CONSENT OF EACH
DESIGNATING LENDER, ALL OR ANY PART OF WHOSE ADVANCES ARE BEING FUNDED BY AN SPC
AT THE TIME OF SUCH AMENDMENT.
FOR THE AVOIDANCE OF DOUBT, WITH RESPECT TO THE
AGENTS, THE OTHER LENDERS AND THE BORROWER, THE DESIGNATING LENDER SHALL FOR ALL
PURPOSES, INCLUDING, WITHOUT LIMITATION, THE APPROVAL OF ANY AMENDMENT OR WAIVER
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OF ANY PROVISION OF ANY LOAN DOCUMENT OR THE OBLIGATION TO PAY ANY AMOUNT
OTHERWISE PAYABLE BY THE DESIGNATING LENDER UNDER THE LOAN DOCUMENTS, BE THE
LENDER OF RECORD HEREUNDER.
(F)
THE ADMINISTRATIVE AGENT, ACTING, FOR
THIS PURPOSE ONLY, AS AGENT OF THE BORROWER, SHALL MAINTAIN AT ITS ADDRESS
REFERRED TO IN SECTION 8.02 A COPY OF EACH ASSIGNMENT AND ASSUMPTION AGREEMENT
DELIVERED TO AND ACCEPTED BY IT AND A REGISTER FOR THE RECORDATION OF THE NAMES
AND ADDRESSES OF THE LENDERS AND THE REVOLVING FACILITY COMMITMENT OF, AND
PRINCIPAL AMOUNT OF THE ADVANCES OWING TO, EACH LENDER FROM TIME TO TIME (THE
"REGISTER").
ALL ASSIGNMENTS SHALL BE EFFECTIVE ONLY UPON RECORDATION IN THE
REGISTER.
THE ENTRIES IN THE REGISTER SHALL BE CONCLUSIVE AND BINDING FOR ALL
PURPOSES, ABSENT MANIFEST ERROR, AND THE BORROWER, THE ADMINISTRATIVE AGENT AND
THE LENDERS MAY TREAT EACH PERSON WHOSE NAME IS RECORDED IN THE REGISTER AS A
LENDER HEREUNDER FOR ALL PURPOSES OF THIS AGREEMENT.
THE REGISTER SHALL BE
AVAILABLE FOR INSPECTION BY THE BORROWER OR ANY LENDER AT ANY REASONABLE TIME
AND FROM TIME TO