BY IT ALL OR A PORTION OF WHICH ARE BEING ASSIGNED, AND BORROWER, AT ITS OWN
EXPENSE, SHALL, UPON THE REQUEST OF AGENT, THE ASSIGNING LENDER OR THE
TRANSFEREE, AS APPLICABLE, EXECUTE AND DELIVER TO AGENT, WITHIN FIVE
(5) BUSINESS DAYS OF ANY REQUEST, NEW NOTES TO REFLECT THE INTEREST HELD BY THE
ASSIGNING LENDER AND ITS TRANSFEREE.
(E)
EXCEPT AS OTHERWISE PROVIDED IN THIS SECTION 12.4, NO LENDER
SHALL, AS BETWEEN BORROWER AND THAT LENDER, BE RELIEVED OF ANY OF ITS
OBLIGATIONS HEREUNDER AS A RESULT OF ANY SALE, ASSIGNMENT, TRANSFER OR
NEGOTIATION OF, OR GRANTING OF PARTICIPATIONS IN, ALL OR ANY PART OF THE LOANS
OR OTHER OBLIGATIONS OWED TO SUCH LENDER.
EACH LENDER MAY FURNISH ANY
INFORMATION CONCERNING THE CREDIT PARTIES IN THE POSSESSION OF THAT LENDER FROM
TIME TO TIME TO ASSIGNEES AND PARTICIPANTS (INCLUDING PROSPECTIVE ASSIGNEES AND
PARTICIPANTS), SUBJECT TO CONFIDENTIALITY REQUIREMENTS, IF ANY, HEREUNDER.
(F)
NOTWITHSTANDING ANY OTHER PROVISION SET FORTH IN THIS AGREEMENT,
ANY LENDER MAY AT ANY TIME CREATE A SECURITY INTEREST IN ALL OR ANY PORTION OF
ITS RIGHTS UNDER THIS
59
AGREEMENT, INCLUDING, WITHOUT LIMITATION, THE LOANS OWING TO IT AND THE NOTES
HELD BY IT AND THE OTHER LOAN DOCUMENTS AND ITS RIGHTS IN THE COLLATERAL.
(G)
EACH CREDIT PARTY AGREES TO PROVIDE COMMERCIALLY REASONABLE
EFFORTS TO ASSIST ANY LENDER IN ASSIGNING OR SELLING PARTICIPATIONS IN ALL OR
ANY PART OF ANY LOANS MADE BY SUCH LENDER TO A POTENTIAL TRANSFEREE OR
PARTICIPANT IDENTIFIED BY SUCH LENDER.
(H)
NOTWITHSTANDING ANYTHING IN THE LOAN DOCUMENTS TO THE CONTRARY,
(I) CAPITALSOURCE AND ITS AFFILIATES SHALL NOT BE REQUIRED TO EXECUTE OR DELIVER
A LENDER ADDITION AGREEMENT IN CONNECTION WITH ANY TRANSACTION INVOLVING
CAPITALSOURCE AND ANY OF ITS AFFILIATES, OR THE LENDERS OR FUNDING OR FINANCING
SOURCES OF CAPITALSOURCE OR ANY OF ITS AFFILIATES, (II) SUBJECT TO THE
PROVISIONS AT THE END OF THIS PARAGRAPH, NO LENDER TO OR AFFILIATE, FUNDING OR
FINANCING SOURCE OF CAPITALSOURCE OR ANY OF ITS AFFILIATES SHALL BE CONSIDERED A
TRANSFEREE, AND (III) THERE SHALL BE NO LIMITATION OR RESTRICTION ON (A) THE
ABILITY OF CAPITALSOURCE OR ANY OF ITS AFFILIATES TO ASSIGN OR OTHERWISE
TRANSFER ANY LOAN DOCUMENT, COMMITMENT OR OBLIGATION TO ANY SUCH AFFILIATE OR
LENDER OR FINANCING OR FUNDING SOURCE OR (B) ANY SUCH LENDER'S OR FUNDING OR
FINANCING SOURCE'S ABILITY TO ASSIGN OR OTHERWISE TRANSFER ANY LOAN DOCUMENT,
COMMITMENT OR OBLIGATION; PROVIDED, HOWEVER, CAPITALSOURCE SHALL CONTINUE TO BE
LIABLE AS A "LENDER" UNDER THE LOAN DOCUMENTS UNLESS SUCH AFFILIATE, LENDER OR
FUNDING OR FINANCING SOURCE EXECUTES AND DELIVERS A LENDER ADDITION AGREEMENT
AND THEREBY BECOMES A "LENDER."
(I)
THE LOAN DOCUMENTS SHALL BE BINDING UPON AND INURE TO THE BENEFIT
OF EACH LENDER, AGENT, EACH TRANSFEREE, EACH PARTICIPANT (TO THE EXTENT
EXPRESSLY PROVIDED HEREIN ONLY) AND ALL FUTURE HOLDERS OF THE LOANS, THE NOTES,
THE OBLIGATIONS AND/OR ANY OF THE COLLATERAL, AND EACH OF THEIR RESPECTIVE
SUCCESSORS AND ASSIGNS.
EACH LOAN DOCUMENT SHALL BE BINDING UPON THE PERSONS
OTHER THAN LENDERS AND