AS OF MARCH 11, 2003 AND A FOURTEENTH AMENDMENT OF CREDIT
Agreement effective as of June 20, 2003, pursuant to which certain provisions of
the Credit Agreement (including, without limitation, the Total Commitment) were
amended.
G.
BORROWER, LENDERS AND ADMINISTRATIVE AGENT DESIRE TO FURTHER
MODIFY CERTAIN PROVISIONS CONTAINED IN THE CREDIT AGREEMENT IN ORDER TO ALLOW
BORROWER TO PROVIDE CERTAIN INFORMATION TO THE ADMINISTRATIVE AGENT, THE LENDERS
AND THEIR RESPECTIVE REPRESENTATIVES, SUBJECT TO THE TERMS AND CONDITIONS SET
FORTH HEREIN.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Borrower, the Lenders party hereto and
Administrative Agent agree as follows:
1.
AMENDMENT TO THE CREDIT AGREEMENT.
SECTION 14.5 IS HEREBY
DELETED IN ITS ENTIRETY AND REPLACED WITH THE FOLLOWING:
14.5
Confidentiality.
Each Credit Party agrees to keep confidential any
information furnished or made available to it by Borrower pursuant to this
Agreement; provided that nothing herein shall prevent any Credit Party from
disclosing such information (a) to any other Credit Party or any Affiliate of
any Credit Party, or any officer, director, employee, agent, or advisor of any
Credit Party or Affiliate of any Credit Party (provided that any such Affiliate
shall be deemed to agree to and shall be bound by the provisions of this Section
14.5), (b) to any other Person if reasonably incidental to the administration of
the credit facility provided herein, (c) as required by any Law, (d) upon the
order of any court or administrative agency, (e) upon the request or demand of
any regulatory agency or authority, (f) that is or becomes available to the
public or that is or becomes available to any Credit Party other than as a
result of a disclosure by any Credit Party prohibited by this Agreement, (g) in
connection with any litigation to which such Credit Party or any of its
Affiliates may be a party, (h) to the extent necessary in connection with the
exercise of any remedy under this Agreement or any other Loan Document, and (i)
subject to provisions substantially similar to those contained in this Section
14.5, to any actual or proposed Participant or assignee.
2.
AMENDMENT OF CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS.
ALL
REFERENCES IN THE LOAN DOCUMENTS TO THE CREDIT AGREEMENT SHALL HENCEFORTH BE
DEEMED REFERENCES TO THE CREDIT AGREEMENT AS MODIFIED AND AMENDED BY THIS
AMENDMENT AND AS MAY, FROM TIME TO TIME, BE FURTHER MODIFIED, AMENDED, RESTATED,
EXTENDED, RENEWED AND/OR INCREASED.
3.
RATIFICATIONS.
BORROWER:
(A) RATIFIES AND CONFIRMS ALL
PROVISIONS OF THE LOAN DOCUMENTS AS AMENDED BY THIS AMENDMENT; (B) RATIFIES AND
CONFIRMS THAT ALL GUARANTIES, ASSURANCES AND LIENS, IF ANY, GRANTED, CONVEYED OR
ASSIGNED TO THE CREDIT PARTIES UNDER THE LOAN DOCUMENTS ARE NOT RELEASED,
REDUCED OR OTHERWISE ADVERSELY AFFECTED BY THIS AMENDMENT AND CONTINUE TO
GUARANTEE, ASSURE AND SECURE FULL PAYMENT AND PERFORMANCE OF THE PRESENT AND
FURTHER OBLIGATION; AND (C) AGREES TO PERFORM SUCH ACTS AND DULY AUTHORIZE,
EXECUTE, ACKNOWLEDGE, DELIVER, FILE AND RECORD SUCH ADDITIONAL DOCUMENTS AND