(V) IN
CONNECTION WITH ANY SUIT, ACTION OR PROCEEDING RELATING TO THE ENFORCEMENT OF
RIGHTS HEREUNDER OR UNDER ANY OTHER LOAN DOCUMENT OR IN CONNECTION WITH THE
TRANSACTIONS CONTEMPLATED HEREBY.
AS USED IN THIS SECTION 9.14, AS TO ANY
LENDER, THE TERM "INFORMATION" SHALL MEAN THE CONFIDENTIAL INFORMATION
MEMORANDUM AND ANY OTHER MATERIALS, DOCUMENTS AND INFORMATION THAT THE BORROWER
OR ANY OF ITS AFFILIATES MAY HAVE FURNISHED OR MAY HEREAFTER FURNISH TO ANY
LENDER IN CONNECTION WITH THIS AGREEMENT RELATING TO SSCC, THE BORROWER OR ANY
OTHER SUBSIDIARY OR THEIR BUSINESSES, OTHER THAN ANY SUCH INFORMATION THAT IS
AVAILABLE TO THE ADMINISTRATIVE AGENT OR ANY LENDER ON A NONCONFIDENTIAL BASIS
PRIOR TO DISCLOSURE BY THE BORROWER.
ANY PERSON REQUIRED TO MAINTAIN THE
CONFIDENTIALITY OF INFORMATION AS PROVIDED IN THIS SECTION 9.14 SHALL BE
CONSIDERED TO HAVE COMPLIED WITH ITS OBLIGATION TO DO SO IF SUCH PERSON HAS
EXERCISED THE SAME DEGREE OF CARE TO MAINTAIN THE CONFIDENTIALITY OF SUCH
INFORMATION AS SUCH PERSON WOULD ACCORD TO ITS OWN CONFIDENTIAL INFORMATION.
(B)
EACH OF THE ADMINISTRATIVE AGENT AND THE LENDERS AGREES THAT IT WILL USE
THE INFORMATION ONLY FOR PURPOSES RELATED TO THE TRANSACTIONS CONTEMPLATED
HEREBY AND BY THE OTHER LOAN DOCUMENTS, PROVIDED THAT (I) IF THE CONDITIONS
REFERRED TO IN ANY OF SUBCLAUSES (A) THROUGH (C) OF CLAUSE (III) OF
PARAGRAPH (A) ABOVE ARE MET, THE ADMINISTRATIVE AGENT OR SUCH LENDER MAY
OTHERWISE USE THE INFORMATION AND (II) IF THE ADMINISTRATIVE AGENT OR SUCH
LENDER OR ANY OF THEIR RESPECTIVE AFFILIATES IS OTHERWISE A CREDITOR OF A LOAN
PARTY, THE ADMINISTRATIVE AGENT, SUCH LENDER OR ANY SUCH AFFILIATE MAY USE THE
INFORMATION IN CONNECTION WITH ITS OTHER CREDITS TO SUCH LOAN PARTY.
(C)
EACH LENDER AGREES THAT IT WILL NOT DISCLOSE ANY OF THE INFORMATION TO ANY
ACTUAL OR PROSPECTIVE ASSIGNEE OF SUCH LENDER OR PARTICIPANT IN ANY RIGHTS OF
SUCH LENDER UNDER THIS AGREEMENT UNLESS SUCH ACTUAL OR PROSPECTIVE ASSIGNEE OR
PARTICIPANT FIRST EXECUTES AND DELIVERS TO SUCH LENDER OR THE BORROWER A
CONFIDENTIALITY LETTER CONTAINING SUBSTANTIALLY THE UNDERTAKINGS SET FORTH IN
THIS SECTION 9.14.
SECTION 9.15. JURISDICTION; CONSENT TO SERVICE OF PROCESS.
(A)
EACH OF SSCC
AND THE BORROWER HEREBY IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND
ITS PROPERTY, TO THE EXCLUSIVE JURISDICTION OF ANY NEW YORK STATE COURT OR
FEDERAL COURT OF THE UNITED STATES OF AMERICA SITTING IN NEW YORK CITY, AND ANY
APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR
RELATING TO THIS AGREEMENT OR THE OTHER LOAN DOCUMENTS, OR FOR RECOGNITION OR
ENFORCEMENT OF ANY JUDGMENT, AND EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY
AND UNCONDITIONALLY AGREES THAT ALL CLAIMS IN RESPECT
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OF ANY SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN SUCH NEW YORK
STATE OR, TO THE EXTENT PERMITTED BY LAW, IN SUCH FEDERAL COURT; PROVIDED THAT
DURING THE PERIOD PRIOR TO THE EFFECTIVE DATE OF THE PLAN OF REORGANIZATION EACH
OF THE PARTIES HERETO SUBMITS TO THE JURISDICTION OF THE U.S.