Common use of No Fiduciary Duty, etc Clause in Contracts

No Fiduciary Duty, etc. Each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, and Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will have any obligations except those obligations expressly set forth herein and in the other Loan Documents and each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent, each Issuing Bank and each Lender is acting solely in the capacity of an arm’s length contractual counterparty to such Borrower with respect to the Loan Documents and the transaction contemplated therein and not as a financial advisor or a fiduciary to, or an agent of, such Borrower or any other person (including, without limitation, each other Loan Party). Each Borrower agrees that it will not assert any claim against the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender based on an alleged breach of fiduciary duty by such Agent, Joint Lead Arranger, Incremental Amendment No. 2 Joint Lead Arranger, Incremental Amendment Xx. 0 Xxxxxxxx, Xxxxxxxxx Xx. 0 Arranger, Amendment No. 6 Arranger, Co-Documentation Agent, Incremental Amendment Xx. 0 Xx-Xxxxxxxxxxxxx Xxxxx, Xxxxxxx Bank or Lender in connection with this Agreement and the transactions contemplated hereby. Additionally, each Borrower acknowledges and agrees that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender is advising such Borrower as to any legal, tax, investment, accounting, regulatory or any other matters in any jurisdiction. Each Borrower shall consult with its own advisors concerning such matters and shall be responsible for making its own independent investigation and appraisal of the transactions contemplated hereby, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender shall have any responsibility or liability to such Borrower with respect thereto. Each Borrower further acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent and each Issuing Bank is, and certain of the Lenders are, full service securities or banking firms engaged in securities trading and brokerage activities as well as providing investment banking and other financial services. In the ordinary course of business, any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender may provide investment banking and other financial services to, and/or acquire, hold or sell, for its own accounts and the accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of, you and other companies with which you may have commercial or other relationships. With respect to any securities and/or financial instruments so held by any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender or any of its customers, all rights in respect of such securities and financial instruments, including any voting rights, will be exercised by the holder of the rights, in its sole discretion. 167 In addition, each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender and any of their respective affiliates may be providing debt financing, equity capital or other services (including financial advisory services) to other companies in respect of which you may have conflicting interests regarding the transactions described herein and otherwise. None of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will use confidential information obtained from you by virtue of the transactions contemplated by the Loan Documents or its other relationships with you in connection with the performance by such Person of services for other companies, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will furnish any such information to other companies. You also acknowledge that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender has any obligation to use in connection with the transactions contemplated by the Loan Documents, or to furnish to you, confidential information obtained from other companies.

No Fiduciary Duty, etc. Each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, and any Amendment No. 6 Arranger, any Amendment No. 7 Arranger, any Incremental Amendment No. 8 Joint Lead Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Incremental Amendment No. 8 Co-Documentation Agent, any Issuing Bank or any Lender will have any obligations except those obligations expressly set forth herein and in the other Loan Documents and each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Amendment No. 7 Arranger, each Incremental Amendment No. 8 Joint Lead Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent, each Incremental Amendment No. 8 Co-Documentation Agent, each Issuing Bank and each Lender is acting solely in the capacity of an arm’s length contractual counterparty to such Borrower with respect to the Loan Documents and the transaction contemplated therein and not as a financial advisor or a fiduciary to, or an agent of, such Borrower or any other person (including, without limitation, each other Loan Party). Each Borrower agrees that it will not assert any claim against the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Amendment No. 7 Arranger, any Incremental Amendment No. 8 Joint Lead Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Incremental Amendment No. 8 Co-Documentation Agent, any Issuing Bank or any Lender based on an alleged breach of fiduciary duty by such Agent, Joint Lead Arranger, Incremental Amendment No. 2 Joint Lead Arranger, Incremental Amendment Xx. 0 Xxxxxxxx, Xxxxxxxxx Xx. 0 Arranger, Amendment No. 6 Arranger, Amendment No. 7 Arranger, Incremental Amendment No. 8 Joint Lead Arranger, Co- Documentation Agent, Incremental Amendment No. 2 Co-Documentation Agent, Incremental Amendment Xx. 0 Xx-Xxxxxxxxxxxxx Xxxxx, Xxxxxxx Bank or Lender in connection with this Agreement and the transactions contemplated hereby. Additionally, each Borrower acknowledges and agrees that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Amendment No. 7 Arranger, any Incremental Amendment No. 8 Joint Lead Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Incremental Amendment No. 8 Co-Documentation Agent, any Issuing Bank or any Lender is advising such Borrower as to any legal, tax, investment, accounting, regulatory or any other matters in any jurisdiction. Each Borrower shall consult with its own advisors concerning such matters and shall be responsible for making its own independent investigation and appraisal of the transactions contemplated hereby, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Amendment No. 7 Arranger, any Incremental Amendment No. 8 Joint Lead Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Incremental Amendment No. 8 Co-Documentation Agent, any Issuing Bank or any Lender shall have any responsibility or liability to such Borrower with respect thereto. Each Borrower further acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Amendment No. 7 Arranger, each Incremental Amendment No. 8 Joint Lead Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent, each Incremental Amendment No. 8 Co-Documentation Agent and each Issuing Bank is, and certain of the Lenders are, full service securities or banking firms engaged in securities trading and brokerage activities as well as providing investment banking and other financial services. In the ordinary course of business, any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Amendment No. 7 Arranger, any Incremental Amendment No. 8 Joint Lead Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Incremental Amendment No. 8 Co-Documentation Agent, any Issuing Bank or any Lender may provide investment banking and other financial services to, and/or acquire, hold or sell, for its own accounts and the accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of, you and other companies with which you may have commercial or other relationships. With respect to any securities and/or financial instruments so held by any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Amendment No. 7 Arranger, any Incremental Amendment No. 8 Joint Lead Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Incremental Amendment No. 8 Co-Documentation Agent, any Issuing Bank or any Lender or any of its customers, all rights in respect of such securities and financial instruments, including any voting rights, will be exercised by the holder of the rights, in its sole discretion. 167 In addition, each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender and any of their respective affiliates may be providing debt financing, equity capital or other services (including financial advisory services) to other companies in respect of which you may have conflicting interests regarding the transactions described herein and otherwise. None of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will use confidential information obtained from you by virtue of the transactions contemplated by the Loan Documents or its other relationships with you in connection with the performance by such Person of services for other companies, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will furnish any such information to other companies. You also acknowledge that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender has any obligation to use in connection with the transactions contemplated by the Loan Documents, or to furnish to you, confidential information obtained from other companies.

No Fiduciary Duty, etc. Each The Borrower acknowledges and agrees, ,and acknowledges its subsidiaries’ understanding, that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangeranyCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, and Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender will have any obligations except obligationsexcept those obligations expressly set forth herein and in the other Loan Documents and each of the AgenttheAgent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent, each Issuing Bank and the Syndication Agentand each Lender is acting solely in the capacity of an arm’s length contractual counterparty to such Borrower theBorrower with respect to the Loan Documents and the transaction contemplated therein and not as a financial afinancial advisor or a fiduciary to, or an agent of, such the Borrower or any other person (including, without limitationwithoutlimitation, each other Loan Party). Each The Borrower agrees that it will not assert any claim against the AgenttheAgent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender the Syndication Agent xxxxx Xxxxxx based on an alleged breach of fiduciary duty by such Agent, Joint Lead Arranger, Incremental Amendment No. 2 Joint Lead Arranger, Incremental Amendment Xx. 0 Xxxxxxxx, Xxxxxxxxx Xx. 0 Arranger, Amendment No. 6 Arranger, Co-Manager, the Documentation Agent, Incremental Amendment Xx. 0 Xx-Xxxxxxxxxxxxx Xxxxx, Xxxxxxx Bank the Syndication Agent or Lender in connection with this Agreement and Agreementand the transactions contemplated hereby. Additionally, each the Borrower acknowledges and agrees that none thatnone of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank theSyndication Agent or any Lender is advising such the Borrower as to any legal, tax, investment, accounting, ,regulatory or any other matters in any jurisdiction. Each The Borrower shall consult with its own advisors concerning advisorsconcerning such matters and shall be responsible for making its own independent investigation and appraisal andappraisal of the transactions contemplated hereby, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangeranyCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender shall have any responsibility anyresponsibility or liability to such the Borrower with respect thereto. Each .The Borrower further acknowledges and agrees, and acknowledges its subsidiaries’ understandingsubsidiaries’understanding, that each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation DocumentationAgent and the Syndication Agent and each Issuing Bank is, and certain of the Lenders are, full service securities or banking firms bankingfirms engaged in securities trading and brokerage activities as well as providing investment banking and other andother financial services. In the ordinary course of business, any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, ,any Co-Manager, the Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender may provide investment provideinvestment banking and other financial services to, and/or acquire, hold or sell, for its own accounts and the andthe accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of, you and other companies with which you may have commercial or other relationships. With respect to any securities and/or financial instruments so held by any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender or any of its customers, all rights in respect of such securities and financial instruments, including any voting rights, will be exercised by the holder of the rights, in its sole discretion. 167 In addition, each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender and any of their respective affiliates may be providing debt financing, equity capital or other services (including financial advisory services) to other companies in respect of which you may have conflicting interests regarding the transactions described herein and otherwise. None of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will use confidential information obtained from you by virtue of the transactions contemplated by the Loan Documents or its other relationships with you in connection with the performance by such Person of services for other companies, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will furnish any such information to other companies. You also acknowledge that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender has any obligation to use in connection with the transactions contemplated by the Loan Documents, or to furnish to you, confidential information obtained from other companies.bank-131-

No Fiduciary Duty, etc. Each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, and Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will have any obligations except those obligations expressly set forth herein and in the other Loan Documents and each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent, each Issuing Bank and each Lender is acting solely in the capacity of an arm’s length contractual counterparty to such Borrower with respect to the Loan Documents and the transaction contemplated therein and not as a financial advisor or a fiduciary to, or an agent of, such Borrower or any other person (including, without limitation, each other Loan Party). Each Borrower agrees that it will not assert any claim against the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender based on an alleged breach of fiduciary duty by such Agent, Joint Lead Arranger, Incremental Amendment No. 2 Joint Lead Arranger, Incremental Amendment Xx. 0 Xxxxxxxx, Xxxxxxxxx Xx. 0 Arranger, Amendment No. 6 3 Arranger, Co-Documentation Agent, Incremental Amendment Xx. 0 Xx-Xxxxxxxxxxxxx Xxxxx, Xxxxxxx Bank or Lender in connection with this Agreement and the transactions contemplated hereby. Additionally, each Borrower acknowledges and agrees that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender is advising such Borrower as to any legal, tax, investment, accounting, regulatory or any other matters in any jurisdiction. Each Borrower shall consult with its own advisors concerning such matters and shall be responsible for making its own independent investigation and appraisal of the transactions contemplated hereby, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental 191 Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender shall have any responsibility or liability to such Borrower with respect thereto. Each Borrower further acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent and each Issuing Bank is, and certain of the Lenders are, full service securities or banking firms engaged in securities trading and brokerage activities as well as providing investment banking and other financial services. In the ordinary course of business, any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender may provide investment banking and other financial services to, and/or acquire, hold or sell, for its own accounts and the accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of, you and other companies with which you may have commercial or other relationships. With respect to any securities and/or financial instruments so held by any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender or any of its customers, all rights in respect of such securities and financial instruments, including any voting rights, will be exercised by the holder of the rights, in its sole discretion. 167 In addition, each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender and any of their respective affiliates may be providing debt financing, equity capital or other services (including financial advisory services) to other companies in respect of which you may have conflicting interests regarding the transactions described herein and otherwise. None of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will use confidential information obtained from you by virtue of the transactions contemplated by the Loan Documents or its other relationships with you in connection with the performance by such Person of services for other companies, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will furnish any such information to other companies. You also acknowledge that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender has any obligation to use in connection with the transactions contemplated by the Loan Documents, or to furnish to you, confidential information obtained from other companies.. 192

No Fiduciary Duty, etc. Each The Borrower acknowledges and agrees, ,and acknowledges its subsidiaries’ understanding, that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangeranyCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, and Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender will have any obligations except obligationsexcept those obligations expressly set forth herein and in the other Loan Documents and each of the AgenttheAgent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent, each Issuing Bank and the Syndication Agentand each Lender is acting solely in the capacity of an arm’s length contractual counterparty to such Borrower theBorrower with respect to the Loan Documents and the transaction contemplated therein and not as a financial afinancial advisor or a fiduciary to, or an agent of, such the Borrower or any other person (including, without limitationwithoutlimitation, each other Loan Party). Each The Borrower agrees that it will not assert any claim against the AgenttheAgent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender the Syndication Agent xxxxx Xxxxxx based on an alleged breach of fiduciary duty by such Agent, Joint Lead Arranger, Incremental Amendment No. 2 Joint Lead Arranger, Incremental Amendment Xx. 0 Xxxxxxxx, Xxxxxxxxx Xx. 0 Arranger, Amendment No. 6 Arranger, Co-Manager, the Documentation Agent, Incremental Amendment Xx. 0 Xx-Xxxxxxxxxxxxx Xxxxx, Xxxxxxx Bank the Syndication Agent or Lender in connection with this Agreement and Agreementand the transactions contemplated hereby. Additionally, each the Borrower acknowledges and agrees that none thatnone of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank theSyndication Agent or any Lender is advising such the Borrower as to any legal, tax, investment, accounting, ,regulatory or any other matters in any jurisdiction. Each The Borrower shall consult with its own advisors concerning advisorsconcerning such matters and shall be responsible for making its own independent investigation and appraisal andappraisal of the transactions contemplated hereby, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangeranyCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender shall have any responsibility anyresponsibility or liability to such the Borrower with respect thereto. Each .The Borrower further acknowledges and agrees, and acknowledges its subsidiaries’ understandingsubsidiaries’understanding, that each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation DocumentationAgent and the Syndication Agent and each Issuing Bank is, and certain of the Lenders are, full service securities or banking firms bankingfirms engaged in securities trading and brokerage activities as well as providing investment banking and other andother financial services. In the ordinary course of business, any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, ,any Co-Manager, the Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender may provide investment provideinvestment banking and other financial services to, and/or acquire, hold or sell, for its own accounts and the andthe accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of, you and other companies with which you may have commercial or other relationships. With respect to any securities and/or financial instruments so held by any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender or any of its customers, all rights in respect of such securities and financial instruments, including any voting rights, will be exercised by the holder of the rights, in its sole discretion. 167 In addition, each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender and any of their respective affiliates may be providing debt financing, equity capital or other services (including financial advisory services) to other companies in respect of which you may have conflicting interests regarding the transactions described herein and otherwise. None of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will use confidential information obtained from you by virtue of the transactions contemplated by the Loan Documents or its other relationships with you in connection with the performance by such Person of services for other companies, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will furnish any such information to other companies. You also acknowledge that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender has any obligation to use in connection with the transactions contemplated by the Loan Documents, or to furnish to you, confidential information obtained from other companies.bank-128-

No Fiduciary Duty, etc. Each The Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo- Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, and Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender will have any obligations except those obligations expressly set forth herein and in the other Loan Documents and each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent, each Issuing Bank the Syndication Agent and each Lender is acting solely in the capacity of an arm’s length contractual counterparty to such the Borrower with respect to the Loan Documents and the transaction contemplated therein and not as a financial advisor or a fiduciary to, or an agent of, such the Borrower or any other person (including, without limitation, each other Loan Party). Each The Borrower agrees that it will not assert any claim against the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender based on an alleged breach of fiduciary duty by such Agent, Joint Lead Arranger, Incremental Amendment No. 2 Joint Lead Arranger, Incremental Amendment Xx. 0 Xxxxxxxx, Xxxxxxxxx Xx. 0 Arranger, Amendment No. 6 Arranger, Co-Manager, the Documentation Agent, Incremental Amendment Xx. 0 Xx-Xxxxxxxxxxxxx Xxxxx, Xxxxxxx Bank the Syndication Agent or Lender in connection with this Agreement and the transactions contemplated hereby. Additionally, each the Borrower acknowledges and agrees that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender is advising such the Borrower as to any legal, tax, investment, accounting, regulatory or any other matters in any jurisdiction. Each The Borrower shall consult with its own advisors concerning such matters and shall be responsible for making its own independent investigation and appraisal of the transactions contemplated hereby, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender shall have any responsibility or liability to such the Borrower with respect thereto. Each The Borrower further acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent and each Issuing Bank the Syndication Agent is, and certain of the Lenders are, full service securities or banking firms engaged in securities trading and brokerage activities as well as providing investment banking and other financial services. In the ordinary course of business, any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender may provide investment banking and other financial services to, and/or acquire, hold or sell, for its own accounts and the accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of, you and other companies with which you may have commercial or other relationships. With respect to any securities and/or financial instruments so held by any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender or any of its customers, all rights in respect of such securities and financial instruments, including any voting rights, will be exercised by the holder of the rights, in its sole discretion. 167 In addition, each the Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender and any of their respective affiliates may be providing debt financing, equity capital or other services (including financial advisory services) to other companies in respect of which you the Borrower may have conflicting interests regarding the transactions described herein and otherwise. None of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender will use confidential information obtained from you the Borrower by virtue of the transactions contemplated by the Loan Documents or its other relationships with you the Borrower in connection with the performance by such Person of services for other companies, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender will furnish any such information to other companies. You The Borrower also acknowledge acknowledges that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead ArrangerCo-Manager, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank the Syndication Agent or any Lender has any obligation to use in connection with the transactions contemplated by the Loan Documents, or to furnish to youthe Borrower, confidential information obtained from other companies.

No Fiduciary Duty, etc. Each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, and Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will have any obligations except those obligations expressly set forth herein and in the other Loan Documents and each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent, each Issuing Bank and each Lender is acting solely in the capacity of an arm’s length contractual counterparty to such Borrower with respect to the Loan Documents and the transaction contemplated therein and not as a financial advisor or a fiduciary to, or an agent of, such Borrower or any other person (including, without limitation, each other Loan Party). Each Borrower agrees that it will not assert any claim against the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender based on an alleged breach of fiduciary duty by such Agent, Joint Lead Arranger, Incremental Amendment No. 2 Joint Lead Arranger, Incremental Amendment Xx. 0 Xxxxxxxx, Xxxxxxxxx Xx. 0 Arranger, Amendment No. 6 Arranger, Co-Documentation Agent, Incremental Amendment Xx. 0 Xx-Xxxxxxxxxxxxx Xxxxx, Xxxxxxx Bank or Lender in connection with this Agreement and the transactions contemplated hereby. Additionally, each Borrower acknowledges and agrees that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender is advising such Borrower as to any legal, tax, investment, accounting, regulatory or any other matters in any jurisdiction. Each Borrower shall consult with its own advisors concerning such matters and shall be responsible for making its own independent investigation and appraisal of the transactions contemplated hereby, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender shall have any responsibility or liability to such Borrower with respect thereto. Each Borrower further acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent and each Issuing Bank is, and certain of the Lenders are, full service securities or banking firms engaged in securities trading and brokerage activities as well as providing investment banking and other financial services. In the ordinary course of business, any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender may provide investment banking and other financial services to, and/or acquire, hold or sell, for its own accounts and the accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of, you and other companies with which you may have commercial or other relationships. With respect to any securities and/or financial instruments so held by any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender or any of its customers, all rights in respect of such securities and financial instruments, including any voting rights, will be exercised by the holder of the rights, in its sole discretion. 167 In addition, each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender and any of their respective affiliates may be providing debt financing, equity capital or other services (including financial advisory services) to other companies in respect of which you may have conflicting interests regarding the transactions described herein and otherwise. None of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will use confidential information obtained from you by virtue of the transactions contemplated by the Loan Documents or its other relationships with you in connection with the performance by such Person of services for other companies, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will furnish any such information to other companies. You also acknowledge that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender has any obligation to use in connection with the transactions contemplated by the Loan Documents, or to furnish to you, confidential information obtained from other companies.

No Fiduciary Duty, etc. Each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, and Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will have any obligations except those obligations expressly set forth herein and in the other Loan Documents and each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent, each Issuing Bank and each Lender is acting solely in the capacity of an arm’s length contractual counterparty to such Borrower with respect to the Loan Documents and the transaction contemplated therein and not as a financial advisor or a fiduciary to, or an agent of, such Borrower or any other person (including, without limitation, each other Loan Party). Each Borrower agrees that it will not assert any claim against the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender based on an alleged breach of fiduciary duty by such Agent, Joint Lead Arranger, Incremental Amendment No. 2 Joint Lead Arranger, Incremental Amendment XxNo. 0 Xxxxxxxx, Xxxxxxxxx Xx. 0 3 Arranger, Amendment No. 6 5 Arranger, Co-Documentation Agent, Incremental Amendment Xx. 0 Xx-Xxxxxxxxxxxxx Xxxxx, Xxxxxxx Bank or Lender in connection with this Agreement and the transactions contemplated hereby. Additionally, each Borrower acknowledges and agrees that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender is advising such Borrower as to any legal, tax, investment, accounting, regulatory or any other matters in any jurisdiction. Each Borrower shall consult with its own advisors concerning such matters and shall be responsible for making its own independent investigation and appraisal of the transactions contemplated hereby, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender shall have any responsibility or liability to such Borrower with respect thereto. Each Borrower further acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, each Joint Lead Arranger, each Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, each Amendment No. 5 Arranger, each Amendment No. 6 Arranger, each Co-Documentation Agent, each Incremental Amendment No. 2 Co-Documentation Agent and each Issuing Bank is, and certain of the Lenders are, full service securities or banking firms engaged in securities trading and brokerage activities as well as providing investment banking and other financial services. In the ordinary course of business, any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender may provide investment banking and other financial services to, and/or acquire, hold or sell, for its own accounts and the accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of, you and other companies with which you may have commercial or other relationships. With respect to any securities and/or financial instruments so held by any of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender or any of its customers, all rights in respect of such securities and financial instruments, including any voting rights, will be exercised by the holder of the rights, in its sole discretion. 167 169 In addition, each Borrower acknowledges and agrees, and acknowledges its subsidiaries’ understanding, that each of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender and any of their respective affiliates may be providing debt financing, equity capital or other services (including financial advisory services) to other companies in respect of which you may have conflicting interests regarding the transactions described herein and otherwise. None of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will use confidential information obtained from you by virtue of the transactions contemplated by the Loan Documents or its other relationships with you in connection with the performance by such Person of services for other companies, and none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender will furnish any such information to other companies. You also acknowledge that none of the Agent, any Joint Lead Arranger, any Incremental Amendment No. 2 Joint Lead Arranger, the Incremental Amendment No. 3 Arranger, any Amendment No. 5 Arranger, any Amendment No. 6 Arranger, any Co-Documentation Agent, any Incremental Amendment No. 2 Co-Documentation Agent, any Issuing Bank or any Lender has any obligation to use in connection with the transactions contemplated by the Loan Documents, or to furnish to you, confidential information obtained from other companies.