OR IN CONNECTION WITH THIS AGREEMENT OR ANY
OF THE OTHER LOAN DOCUMENTS, AND THE RELATIONSHIP BETWEEN THE AGENTS AND THE
LENDERS, ON THE ONE HAND, AND THE BORROWERS, ON THE OTHER HAND, IN CONNECTION
HEREWITH OR THEREWITH IS SOLELY THAT OF DEBTOR AND CREDITOR; AND
98
(C)
NO JOINT VENTURE IS CREATED HEREBY OR BY THE OTHER LOAN DOCUMENTS OR
OTHERWISE EXISTS BY VIRTUE OF THE TRANSACTIONS CONTEMPLATED HEREBY AMONG THE
LENDERS OR AMONG THE BORROWERS AND THE LENDERS.
14.16.
WAIVERS OF JURY TRIAL.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE
LAW, THE BORROWERS, THE AGENTS, THE LENDERS AND THE ISSUING BANK HEREBY
IRREVOCABLY AND UNCONDITIONALLY WAIVE TRIAL BY JURY IN ANY LEGAL ACTION OR
PROCEEDING RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT AND FOR ANY
COUNTERCLAIM THEREIN.
14.17.
CAM EXCHANGE.
(A)
ON THE CAM EXCHANGE DATE, TO THE EXTENT NOT
PROHIBITED BY A REQUIREMENT OF LAW, ALL LOANS OUTSTANDING IN ANY ALTERNATIVE
CURRENCY SHALL BE CONVERTED TO DOLLARS (CALCULATED ON THE BASIS OF THE RELEVANT
EXCHANGE RATES AS OF THE BUSINESS DAY IMMEDIATELY PRECEDING THE CAM EXCHANGE
DATE) AND SHALL BE ABR LOANS, AND (II) THE LENDERS SHALL AUTOMATICALLY AND
WITHOUT FURTHER ACT BE DEEMED TO HAVE EXCHANGED INTERESTS IN THE CLASSES (OTHER
THAN COMPETITIVE LOANS) SUCH THAT, IN LIEU OF THE INTERESTS OF EACH LENDER IN
EACH CLASS IN WHICH IT SHALL PARTICIPATE AS OF SUCH DATE (INCLUDING SUCH
LENDER'S INTEREST IN THE DESIGNATED OBLIGATIONS OF EACH BORROWER IN RESPECT OF
EACH SUCH CLASS), SUCH LENDER SHALL HOLD AN INTEREST IN EVERY ONE OF THE CLASSES
(INCLUDING THE DESIGNATED OBLIGATIONS OF EACH BORROWER IN RESPECT OF EACH SUCH
CLASS BUT EXCLUDING COMPETITIVE LOANS AND PARTICIPATIONS IN UNDRAWN LETTERS OF
CREDIT), WHETHER OR NOT SUCH LENDER SHALL PREVIOUSLY HAVE PARTICIPATED THEREIN,
EQUAL TO SUCH LENDER'S CAM PERCENTAGE THEREOF.
EACH LENDER AND EACH BORROWER
HEREBY CONSENTS AND AGREES TO THE CAM EXCHANGE, AND EACH LENDER HEREBY AGREES
THAT THE CAM EXCHANGE SHALL BE BINDING UPON ITS SUCCESSORS AND ASSIGNS AND ANY
PERSON THAT ACQUIRES A PARTICIPATION IN ITS INTERESTS IN ANY CLASS.
EACH
BORROWER AND EACH LENDER AGREES FROM TIME TO TIME TO EXECUTE AND DELIVER TO THE
GENERAL ADMINISTRATIVE AGENT ALL SUCH PROMISSORY NOTES AND OTHER INSTRUMENTS AND
DOCUMENTS AS THE GENERAL ADMINISTRATIVE AGENT SHALL REASONABLY REQUEST TO
EVIDENCE AND CONFIRM THE RESPECTIVE INTERESTS AND OBLIGATIONS OF THE LENDERS
AFTER GIVING EFFECT TO THE CAM EXCHANGE, AND EACH LENDER AGREES TO SURRENDER ANY
PROMISSORY NOTES ORIGINALLY RECEIVED BY IT IN CONNECTION WITH ITS LOANS
HEREUNDER TO THE GENERAL ADMINISTRATIVE AGENT AGAINST DELIVERY OF ANY PROMISSORY
NOTES SO EXECUTED AND DELIVERED; PROVIDED THAT THE FAILURE OF ANY BORROWER TO
EXECUTE OR DELIVER OR OF ANY LENDER TO ACCEPT ANY SUCH PROMISSORY NOTE,
INSTRUMENT OR DOCUMENT SHALL NOT AFFECT THE VALIDITY OR EFFECTIVENESS OF THE CAM
EXCHANGE.
IN THE EVENT THAT ON THE CAM EXCHANGE DATE ANY SWINGLINE LOAN SHALL
BE OUTSTANDING (OTHER THAN ANY SWINGLINE LOAN IN RESPECT OF WHICH US/UK LENDERS
HAVE FUNDED THEIR PURCHASE