the recitals to this Agreement.
"US Mortgage" shall mean any Mortgage executed by a US Credit Party.
"US Security Document" shall mean each US Pledge Agreement, each Mortgage, this
Agreement and each other Security Document executed by a US Credit Party.
ARTICLE XII
MISCELLANEOUS
12.1.
NOTICES.
EXCEPT AS OTHERWISE SPECIFIED HEREIN, ALL NOTICES, REQUESTS,
DEMANDS OR OTHER COMMUNICATIONS TO OR UPON THE RESPECTIVE PARTIES HERETO SHALL
BE DEEMED TO HAVE BEEN DULY GIVEN OR MADE WHEN DELIVERED TO THE PARTY TO WHICH
SUCH NOTICE, REQUEST, DEMAND OR OTHER COMMUNICATION IS REQUIRED OR PERMITTED TO
BE GIVEN OR MADE UNDER THIS AGREEMENT, ADDRESSED:
(A)
IF TO ANY ASSIGNOR, AT:
1600 Smith Street, 24th Floor
Houston, TX 77002
Attention:
Vice-President and General Counsel
Telephone No.: (832) 366-2316
Facsimile No.: (832) 366-2586
(B)
IF TO THE COLLATERAL AGENT, AT:
GENERAL ELECTRIC CAPITAL CORPORATION
335 Madison Avenue, 12th Floor
New York, NY 10017
ATTN:
RPP Account Officer
Fax:
(212) 370-8767
With a copy to:
GENERAL ELECTRIC CAPITAL CORPORATION
201 Merritt 7
Norwalk, Connecticut
06851
ATTN:
Corporate Counsel
Global Sponsor Finance
Fax:
(203) 956-4216
40
(C)
IF TO ANY BANK LENDER CREDITOR (OTHER THAN THE COLLATERAL AGENT), AT SUCH
ADDRESS AS SUCH BANK LENDER CREDITOR SHALL HAVE SPECIFIED IN THE BANK CREDIT
AGREEMENT;
(D)
IF TO ANY REPRESENTATIVE OR ANY OTHER CREDITOR, AT SUCH ADDRESS AS SUCH
REPRESENTATIVE OR OTHER CREDITOR SHALL HAVE SPECIFIED IN WRITING TO EACH
ASSIGNOR AND THE COLLATERAL AGENT;
(E)
IF TO THE SENIOR SECURED NOTES TRUSTEE OR ANY OTHER SECOND LIEN CREDITOR,
AT:
Deutsche Bank Trust Company Americas
Corporate Trust and Agency Services
280 Park Avenue
New York, New York 10017
Attention: Dorothy Robinson
Telephone No.:
(212) 454-4274
Facsimile No.: (212) 454-2223;
and
(F)
IF TO THE ADDITIONAL SENIOR SECURED NOTES TRUSTEE OR ANY OTHER NOTE
LENDER CREDITOR, AT:
The Bank of New York
101 Barclay Street - 8W
New York, NY 10286
Attention: Corporate Trust Division
Telephone No.:
(212) 815-4799
Telecopier No.:
(212) 815-5707
or at such other address or addressed to such other individual as shall have
been furnished in writing by any Person described above to the party required to
give notice hereunder.
12.2.
WAIVER; AMENDMENT.
NONE OF THE TERMS AND CONDITIONS OF THIS AGREEMENT OR
ANY OTHER SECURITY DOCUMENT OR ANY OF THE DEFINED TERMS CONTAINED IN THE BANK
CREDIT AGREEMENT THAT ARE INCORPORATED HEREIN OR IN ANY SUCH OTHER SECURITY
DOCUMENT PURSUANT TO THE TERMS OF THIS AGREEMENT OR IN ANY SUCH OTHER SECURITY
DOCUMENT (BUT ONLY INSOFAR AS SUCH TERMS ARE USED IN THIS AGREEMENT OR IN ANY
SUCH OTHER SECURITY DOCUMENT) MAY BE AMENDED, CHANGED, WAIVED, MODIFIED OR
VARIED IN ANY MANNER WHATSOEVER UNLESS IN WRITING DULY SIGNED BY EACH ASSIGNOR
DIRECTLY AND ADVERSELY AFFECTED THEREBY AND THE COLLATERAL AGENT (WITH THE
CONSENT OF THE REQUIRED SECURED CREDITORS); PROVIDED, (I) THAT ANY SUCH
AMENDMENT, CHANGE, WAIVER, MODIFICATION OR VARIANCE (X) AFFECTING THE RIGHTS AND
BENEFITS OF A SINGLE CLASS OF FIRST LIEN CREDITORS (AND NOT ALL FIRST LIEN
CREDITORS IN A LIKE