Common use of Participant Register Clause in Contracts

Participant Register. Each Lender that sells a participation shall, acting solely for this purpose as a non-fiduciary agent of the Borrowers, maintain a register on which it enters the name and address of each participant and the principal amounts of (and related interest on) each Participant’s interest in Loans made hereunder (the “Participant Register”); provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant or any information relating to a Participant’s interest in any Commitments, Loans, Letters of Credit or its other Obligations under any Loan Document) to any Person except to the extent such disclosure is necessary to establish that any such Commitment, Loan, Letter of Credit or other Obligation is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations and Section 1.163-5 of the proposed United States Treasury Regulations. The entries in the Participant Register shall be conclusive and binding for all purposes, and the Borrowers, the Administrative Agent, and the Lenders shall treat each Person whose name is recorded in the Participant Register as a Participant for all purposes of this Agreement, notwithstanding notice to the contrary. No sale or other transfer of any participation or other beneficial ownership interest in any Loan shall be effective until such sale or transfer is recorded in the applicable Participant Register and, prior to such recordation, all amounts owing to the selling Lender with respect to any Loan shall remain owing to the selling Lender. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.

Participant Register. Each Lender that sells a participation shall, acting solely for this purpose as a non-fiduciary agent of the BorrowersBorrower, maintain a register on which it enters the name and address of each participant and the principal amounts of (and related stated interest on) each Participantparticipant’s interest in Loans made hereunder (the “Participant Register”); provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant or any information relating to a Participant’s interest in any Commitments, Loans, Letters of Credit or its other Obligations under any Loan Document) to any Person except to the extent such disclosure is necessary to establish that any such Commitment, Loan, Letter of Credit or other Obligation is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations and Section 1.163-5 of the proposed United States Treasury Regulations. The entries in the Participant Register shall be conclusive and binding for all purposes, absent manifest error, and the BorrowersBorrower, the Administrative Agent, and the Lenders shall may treat each Person whose name is recorded in the Participant Register as a Participant participant for all purposes of this Agreement, notwithstanding notice to the contrary. No sale or other transfer of any participation or other beneficial ownership interest in any Loan shall be effective until such sale or transfer is recorded in the applicable Participant Register and, prior to such recordation, all amounts owing to the selling Lender with respect to any Loan shall remain owing to the selling Lender. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.

Participant Register. Each Lender that sells a participation shallparticipation, acting solely for this purpose as a non-fiduciary agent of the BorrowersBorrower solely for United States federal tax purposes, shall maintain a register on which it enters the name and address of each participant Participant and the principal amounts of (and related interest onstated interest) of each Participant’s interest in the Loans made hereunder or other obligations under this Agreement (the “Participant Register”); provided that no . No Lender shall have any obligation to disclose all or any portion of the any Participant Register to any Person (including the identity of any Participant or any information relating to a Participant’s interest in any Commitments, Loans, Letters of Credit Loans or its other Obligations rights or obligations under any Loan Document) to any Person ), except to the extent that such disclosure is necessary to establish that any such Commitmentthe Commitments, Loan, Letter of Credit Loans or other Obligation is rights or obligations are in registered form under Treasury Regulation Section 5f.103-1(c) of ). Unless otherwise required by the United States Treasury Regulations Internal Revenue Service, any disclosure required by the foregoing sentence shall be made by the relevant Lender directly and Section 1.163-5 of solely to the proposed United States Treasury RegulationsInternal Revenue Service. The entries in the Participant Register shall be conclusive and binding for all purposesabsent manifest error, and the Borrowerssuch Lender, the Administrative Agent, Borrower and the Lenders Agent shall treat each Person person whose name is recorded in the Participant Register pursuant to the terms hereof as a Participant the owner of such participation for all purposes of this Agreement, notwithstanding notice to the contrary. No sale or other transfer of any participation or other beneficial ownership interest in any Loan shall be effective until such sale or transfer is recorded in the applicable Participant Register and, prior to such recordation, all amounts owing to the selling Lender with respect to any Loan shall remain owing to the selling Lender. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.

Participant Register. Each Lender that sells a participation shall, acting solely for this purpose as a non-fiduciary agent of the BorrowersDealers, maintain a register on which it enters the name and address of each participant and the principal amounts of (and related interest onstated interest) of each Participantparticipant’s interest in the Loans made hereunder or other obligations under the Loan Documents (the “Participant Register”); provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant participant or any information relating to a Participantparticipant’s interest in any Commitmentscommitments, Loansloans, Letters letters of Credit credit or its other Obligations obligations under any Loan Document) to any Person other than Agent except to the extent that such disclosure is necessary to establish that any such Commitmentcommitment, Loanloan, Letter of Credit or other Obligation obligation is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations Third Amended and Section 1.163-5 of the proposed Restated Inventory Financing Agreement 22 NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT. COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST. United States Treasury Regulations. The entries in the Participant Register shall be conclusive and binding for all purposesabsent manifest error, and the Borrowers, the Administrative Agent, and the Lenders such Lender shall treat each Person whose name is recorded in the Participant Register as a Participant the owner of such participation for all purposes of this Agreement, Agreement notwithstanding any notice to the contrary. No sale or other transfer of any participation or other beneficial ownership interest in any Loan shall be effective until such sale or transfer is recorded in the applicable Participant Register and, prior to such recordation, all amounts owing to the selling Lender with respect to any Loan shall remain owing to the selling Lender. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.

Participant Register. Each Lender that sells a participation shall, acting solely for this purpose as a non-fiduciary an agent of the BorrowersBorrower, maintain a register on which it enters the name and address of each participant Participant and the principal amounts of (and related interest onstated interest) of each Participant’s interest in Loans made hereunder any Outstanding Credit Exposure, any Note, any Commitment or any other obligations under the Loan Documents (the “Participant Register”); provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant or any information relating to a Participant’s interest in any CommitmentsOutstanding Credit Exposure, Loansany Note, Letters of Credit any Commitment or its any other Obligations obligations under any the Loan DocumentDocuments) to any Person except to the extent that such disclosure is necessary to establish that such Outstanding Credit Exposure, any such CommitmentNote, Loan, Letter of Credit any Commitment or any other Obligation obligations under the Loan Documents is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations and Section 1.163-5 of the proposed United States Treasury Regulations. The entries in the Participant Register shall be conclusive and binding for all purposesabsent manifest error, and the Borrowers, the Administrative Agent, and the Lenders such Lender shall treat each Person whose name is recorded in the Participant Register as a Participant the owner of such participation for all purposes of this Agreement, Agreement notwithstanding any notice to the contrary. No sale or other transfer of any participation or other beneficial ownership interest in any Loan shall be effective until such sale or transfer is recorded in the applicable Participant Register and, prior to such recordation, all amounts owing to the selling Lender with respect to any Loan shall remain owing to the selling Lender. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.

Participant Register. Each Lender that sells a participation shall, acting solely for this purpose as a non-fiduciary agent of the Borrowers, maintain a register on which it enters the name and address of each participant and the principal amounts of (and related interest on) each Participant’s interest in Loans made hereunder (the “Participant Register”); provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant or any information relating to a Participant’s interest in any Commitments, Loans, Letters of Credit or its other Obligations under any Loan Document) to any Person except to the extent such disclosure is necessary to establish that any such Commitment, Loan, Letter of Credit or other Obligation is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations and Section 1.163-5 of the proposed United States Treasury Regulations. The entries in the Participant Register shall be conclusive and binding for all purposespurposes absent manifest error, and the Borrowers, the Administrative Agent, and the Lenders shall treat each Person whose name is recorded in the Participant Register as a Participant for all purposes of this Agreement, notwithstanding notice to the contrary. No sale or other transfer of any participation or other beneficial ownership interest in any Loan shall be effective until such sale or transfer is recorded in the applicable Participant Register and, prior to such recordation, all amounts owing to the selling Lender with respect to any Loan shall remain owing to the selling Lender. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.

Participant Register. Each The LC Bank and each Lender that sells a participation shall, acting solely for this purpose as a non-fiduciary an agent of the BorrowersBorrower, maintain a register on which it enters the name and address of each participant Participant and the principal amounts of (and related interest onstated interest) of each Participant’s interest in Loans made hereunder the Reimbursement ObligationsCapital or other obligations under this Agreement (the “Participant Register”); provided that no neither the LC Bank nor any Lender shall not have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant or any information relating to a Participant’s interest in any Commitments, Loans, Letters of Credit or its other Obligations obligations under any Loan Documentthis Agreement) to any Person except to the extent that such disclosure is necessary to establish that any such Commitment, Loan, Letter of Credit or other Obligation obligation is in registered form under Section 5f.103-1103-1(c) of the United States Treasury Regulations and Section 1.163-5 of the proposed United States Treasury Regulations. The entries in the Participant Register shall be conclusive and binding for all purposesabsent manifest error, and the Borrowers, the Administrative Agent, LC Bank and the Lenders such Lender shall treat each Person whose name is recorded in the Participant Register as a Participant the owner of such participation for all purposes of this Agreement, Agreement notwithstanding any notice to the contrary. No sale or other transfer of any participation or other beneficial ownership interest in any Loan shall be effective until such sale or transfer is recorded in the applicable Participant Register and, prior to such recordation, all amounts owing to the selling Lender with respect to any Loan shall remain owing to the selling Lender. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.. (cf)

Participant Register. Each Lender that sells a participation participating interest (including an assignment or participating interest pursuant to a trade that has not yet closed) shall, acting solely for this purpose as a non-fiduciary an agent of the BorrowersBorrower, maintain a register on which it enters the name and address of each participant Participant and Sub-Participant and the principal amounts of (and related interest onstated interest) of each Participant’s and Sub-Participant’s interest in Loans made hereunder any Outstanding Credit Exposure, any Note, any Commitment or any other obligations under the Loan Documents (the “Participant Register”); provided that no Lender . The Participant Register shall have be made available to the Administrative Agent at any obligation reasonable time and from time to disclose all or any portion time upon request of the Participant Register (including Administrative Agent for distribution solely to Bayside and the identity of any Participant or any information relating to a Participant’s interest in any Commitments, Loans, Letters of Credit or its other Obligations under any Loan Document) to any Person except to the extent such disclosure is necessary to establish that any such Commitment, Loan, Letter of Credit or other Obligation is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations and Section 1.163-5 of the proposed United States Treasury RegulationsBorrowers’ Agent. The entries in the Participant Register shall be conclusive and binding for all purposesabsent manifest error, and the Borrowers, the Administrative Agent, and the Lenders such Lender shall treat each Person whose name is recorded in the Participant Register as a Participant the owner of such participating interest for all purposes of this Agreement, Agreement notwithstanding any notice to the contrary. No sale or other transfer of any participation or other beneficial ownership interest in any Loan shall be effective until such sale or transfer is recorded in the applicable Participant Register and, prior to such recordation, all amounts owing to the selling Lender with respect to any Loan shall remain owing to the selling Lender. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register. Notwithstanding anything to the contrary in this Agreement, any such Lender that has not provided its Participant Register to the Agent on or prior to the Eighth Amendment Effective Date shall not be entitled to receive any fee payable to such Lender pursuant to Section 2.25.”

Participant Register. Each Lender that sells a participation shall, acting solely for this purpose as a non-fiduciary agent of the BorrowersBorrower (and such agency being solely for tax purposes), maintain a register on which it enters the name and address of each participant and the principal amounts of (and related stated interest on) each Participantparticipant’s interest in Loans made hereunder (the “Participant Register”); provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant or any information relating to a Participant’s interest in any Commitments, Loans, Letters of Credit or its other Obligations under any Loan Document) to any Person except to the extent such disclosure is necessary to establish that any such Commitment, Loan, Letter of Credit or other Obligation is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations and Section 1.163-5 of the proposed United States Treasury Regulations. The entries in the Participant Register shall be conclusive and binding for all purposes, absent manifest error, and the BorrowersBorrower, the Administrative Agent, the Collateral Agent, and the Lenders shall treat each Person whose name is recorded in the Participant Register as a the Participant for all purposes of this Agreement, notwithstanding notice to the contrary. No sale or other transfer of any participation or other beneficial ownership interest in any Loan shall be effective until such sale or transfer is recorded in the applicable Participant Register and, prior to such recordation, all amounts owing to the selling Lender with respect to any Loan shall remain owing to the selling Lender. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.