ENFORCEABILITY, GENUINENESS, SUFFICIENCY OR VALUE OF, OR THE
PERFECTION OR PRIORITY OF ANY LIEN OR SECURITY INTEREST CREATED OR PURPORTED TO
BE CREATED UNDER OR IN CONNECTION WITH, ANY LOAN DOCUMENT OR ANY OTHER
INSTRUMENT OR DOCUMENT FURNISHED PURSUANT THERETO; AND (F) SHALL INCUR NO
LIABILITY UNDER OR IN RESPECT OF ANY LOAN DOCUMENT BY ACTING UPON ANY NOTICE,
CONSENT, CERTIFICATE OR OTHER INSTRUMENT OR WRITING (WHICH MAY BE BY TELECOPIER,
ELECTRONIC MAIL OR INTERNET OR INTRANET POSTING OR OTHER DISTRIBUTION) BELIEVED
BY IT TO BE GENUINE AND SIGNED OR SENT BY THE PROPER PARTY OR PARTIES.
WITHOUT
LIMITATION ON ANY OTHER PROVISION HEREOF, NEITHER AGENT SHALL BE DEEMED TO HAVE
NOTICE OR KNOWLEDGE OF AN EVENT OF DEFAULT UNLESS WRITTEN NOTICE THEREOF HAS
BEEN RECEIVED FROM THE BORROWER OR ANY LENDER.
9.03
CREDIT SUISSE AND AFFILIATES.
WITH RESPECT TO ITS COMMITMENTS, THE
LOANS MADE BY IT AND THE NOTES ISSUED TO IT, IF ANY, CREDIT SUISSE SHALL HAVE
THE SAME RIGHTS AND POWERS UNDER THE LOAN DOCUMENTS AS ANY OTHER LENDER AND MAY
EXERCISE THE SAME AS THOUGH IT WERE NOT AN AGENT; AND THE TERM "LENDER" SHALL,
UNLESS OTHERWISE EXPRESSLY INDICATED, INCLUDE CREDIT SUISSE IN ITS INDIVIDUAL
CAPACITY.
CREDIT SUISSE AND ITS AFFILIATES MAY ACCEPT DEPOSITS FROM, LEND MONEY
TO, ACT AS TRUSTEE UNDER INDENTURES OF, ACCEPT INVESTMENT BANKING ENGAGEMENTS
FROM AND GENERALLY ENGAGE IN ANY KIND OF BUSINESS WITH, ANY LOAN PARTY, ANY
SUBSIDIARIES OF ANY LOAN PARTY AND ANY PERSON THAT MAY DO BUSINESS WITH OR OWN
SECURITIES OF ANY LOAN PARTY OR ANY SUCH SUBSIDIARY, ALL AS IF CREDIT SUISSE WAS
NOT AN AGENT AND WITHOUT ANY DUTY TO ACCOUNT THEREFOR TO THE LENDERS.
NO AGENT
SHALL HAVE ANY DUTY TO DISCLOSE ANY INFORMATION OBTAINED OR RECEIVED BY IT OR
ANY OF ITS AFFILIATES RELATING TO ANY LOAN PARTY OR ANY SUBSIDIARIES OF ANY LOAN
PARTY TO THE EXTENT SUCH INFORMATION WAS OBTAINED OR RECEIVED IN ANY CAPACITY
OTHER THAN AS SUCH AGENT.
9.04
LENDER CREDIT DECISION.
EACH LENDER ACKNOWLEDGES THAT IT HAS,
INDEPENDENTLY AND WITHOUT RELIANCE UPON ANY AGENT OR ANY OTHER LENDER AND BASED
ON THE FINANCIAL STATEMENTS REFERRED TO IN SECTION 6.01 AND SUCH OTHER DOCUMENTS
AND INFORMATION AS IT HAS DEEMED APPROPRIATE, MADE ITS OWN CREDIT ANALYSIS AND
DECISION TO ENTER INTO THIS AGREEMENT.
EACH LENDER ALSO ACKNOWLEDGES THAT IT
WILL, INDEPENDENTLY AND WITHOUT RELIANCE UPON ANY AGENT OR ANY OTHER LENDER AND
BASED ON SUCH DOCUMENTS AND INFORMATION AS IT SHALL DEEM APPROPRIATE AT THE
TIME, CONTINUE TO MAKE ITS OWN CREDIT DECISIONS IN TAKING OR NOT TAKING ACTION
UNDER THIS AGREEMENT.
9.05
INDEMNIFICATION OF AGENTS.
(A)
EACH TERM LENDER SEVERALLY AGREES TO INDEMNIFY EACH AGENT OR ANY
RELATED PARTY AND EACH REVOLVING CREDIT LENDER SEVERALLY AGREES TO INDEMNIFY
EACH AGENT, THE L/C ISSUER OR ANY RELATED PARTY (IN EACH CASE, TO THE EXTENT NOT
REIMBURSED BY THE BORROWER) FROM AND AGAINST SUCH LENDER'S APPLICABLE PERCENTAGE
OF ANY AND ALL LIABILITIES, OBLIGATIONS, LOSSES, DAMAGES, PENALTIES, ACTIONS,
JUDGMENTS, SUITS, COSTS, EXPENSES