Common use of Registry Clause in Contracts

Registry. Borrower hereby designates Lender to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.7, to maintain at one of its offices a copy of each Assignment and Acceptance delivered to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”). Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s obligations in respect of the Loan. With respect to any Noteholder, the transfer of the rights to the principal of, and interest on, its interest in the Loan and a Note shall not be effective until such transfer is recorded on the Register maintained by Servicer with respect to ownership of such Loan and a Note and prior to such recordation all amounts owing to the transferor with respect to such Note shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note shall be recorded by Servicer on the Register only upon the acceptance by Servicer of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder in the Loan and Note was assigned to such Assignee, the assigning Noteholder shall surrender to Borrower its Note, if any, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder and/or the Assignee.

Registry. The Borrower hereby designates Lender the Administrative Agent to serve as the Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.7, 12.17 to maintain at one of its offices a copy register (the “Register”) on which it will record the Commitments from time to time of each Assignment and Acceptance delivered to it and a register for the recordation of the names Lenders, the Loans made by each of the Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect the Borrower’s obligations in respect of the Loansuch Loans. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the any Loan and a Note made pursuant to such Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer the Administrative Agent with respect to ownership of such Loan Commitments and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments and Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan any Commitments and a Note Loans shall be recorded by Servicer the Administrative Agent on the Register only upon the acceptance by Servicer the Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to Section 12.8(c). Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest the Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Notethe Note evidencing such Loan, if any, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder thereupon one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender. The Borrower agrees to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 12.17.

Registry. Borrower hereby designates Lender to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.79.9, to maintain at one of its offices a copy of each Assignment and Acceptance delivered to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”). Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s obligations in respect of the Loan. With respect to any NoteholderLender, the transfer of the rights to the principal of, and interest on, its interest in the Loan and a Note shall not be effective until such transfer is recorded on the Register maintained by Servicer Lender with respect to ownership of such Loan and a Note and prior to such recordation all amounts owing to the transferor with respect to such Note shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note shall be recorded by Servicer Lender on the Register only upon the acceptance by Servicer Lender of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning NoteholderLender’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder Lender in the Loan and Note was assigned to such Assignee, the assigning Noteholder Lender shall surrender to Borrower its Note, if any, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder Lender one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder Lender and/or the Assignee.

Registry. Borrower hereby designates Lender to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.79.9, to maintain at one of its offices a copy of each Assignment and Acceptance delivered to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”). Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s obligations in respect of the Loan. With respect to any NoteholderLender, the transfer of the rights to the principal of, and interest on, its interest in the Loan and a Note shall not be effective until such transfer is recorded on the Register maintained by Servicer Lender with respect to ownership of such Loan and a Note and prior to such recordation all amounts owing to the transferor with respect to such Note shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note shall be recorded by Servicer Lender on the Register only upon the acceptance by Servicer Lender of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning NoteholderLender’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder Lender in the Loan and Note was assigned to such Assignee, the assigning Noteholder Lender shall surrender to Borrower its Note, if any, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder Lender one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder Lender and/or the Assignee.

Registry. Borrower Company hereby designates Lender Administrative Agent to serve as BorrowerCompany’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.7, 12.14 to maintain at one of its offices a copy of each Assignment and Acceptance delivered to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)) on which it will record the Commitment from time to time of each of the Lenders, the Loans made by each of the Lenders and each repayment in respect of the principal amount of (and stated interest on) the Loans of each Lender. Failure The entries in the Register shall be conclusive in the absence of manifest error, and failure to make any such recordation, recordation or any error in such recordation shall not affect BorrowerCompany’s obligations in respect of such Loans. Company, Administrative Agent and the LoanLenders shall treat each registered holder as absolute owner. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the any Loan and a Note made pursuant to such Commitment shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agent with respect to ownership of such Loan Commitment and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments and Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan any Commitment and a Note Loans shall be recorded by Servicer Administrative Agent on the Register only upon the acceptance by Servicer Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to Section 12.8. Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Notethe Note evidencing such Loan, and thereupon, if anyrequested by the assigning or transferor Lender or new Lender, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender.

Registry. Borrower Company hereby designates Lender Administrative Agent to serve as BorrowerCompany’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.7, 12.13 to maintain at one of its offices a copy register (the “Register”) on which it will record the Commitments from time to time of each Assignment and Acceptance delivered to it and a register for the recordation of the names Lenders, the Loans made by each of the Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrowerany Credit Party’s obligations in respect of the Loansuch Loans. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the any Loan and a Note made pursuant to such Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agent with respect to ownership of such Loan Commitments and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments and Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan any Commitments and a Note Loans shall be recorded by Servicer Administrative Agent on the Register only upon the acceptance by Servicer Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to Section 12.8. Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Noteany Note evidencing such Loan, and thereupon, if anyrequested by the assigning or transferor Lender or New Lender, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender.

Registry. Borrower Company hereby designates Lender Administrative Agent to serve as BorrowerCompany’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.7, 12.12 to maintain at one of its offices a copy register (the “Register”) on which it will record the Term Commitments from time to time of each Assignment and Acceptance delivered to it and a register for the recordation of the names Lenders, the Loans made by each of the Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrowerany Credit Party’s obligations in respect of the Loansuch Loans. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the any Loan and a Note made pursuant to such Term Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agent with respect to ownership of such Loan Term Commitments and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments and Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan any Term Commitments and a Note Loans shall be recorded by Servicer Administrative Agent on the Register only upon the acceptance by Servicer Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to Section 12.8. Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Noteany Note evidencing such Loan, and thereupon, if anyrequested by the assigning or transferor Lender or New Lender, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender.

Registry. Borrower Borrowers hereby designates Lender designate Administrative Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its Borrowers’ agent, solely for purposes of this Section 9.7, 12.12 to maintain at one of its offices a copy register (the “Register”) on which it will record the Commitment from time to time of each Assignment and Acceptance delivered to it and a register for the recordation of the names Lenders, the Loans made by each of the Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrowerany Credit Party’s obligations in respect of the Loansuch Loans. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the any Loan and a Note made pursuant to such Commitment shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agents with respect to ownership of such Loan Commitment and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments and Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan any Commitment and a Note Loans shall be recorded by Servicer Administrative Agents on the Register only upon the acceptance by Servicer such Administrative Agents of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to Section 12.8. Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant to which an interest of such Noteholder in the Loan and Note was assigned Assumption Agreement to such AssigneeAdministrative Agents for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Noteany Note evidencing such Loan, and thereupon, if anyrequested by the assigning or transferor Lender or new Lender, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender.

Registry. Borrower hereby designates Lender to serve as Agent shall, on behalf of Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.7, to maintain at one of its offices address referred to in the recitals hereto a copy of each Assignment and Acceptance Lender Agreement delivered to it and a register (the “Register”) for the recordation of the names and addresses of each Assigneethe Lenders and the Commitment of, and the principal amount of the Loan (or portions thereof) Revolving Loans owing to, each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time time. The entries in the Register shall be conclusive (absent manifest error), in the “Register”absence of manifest error, and Borrower, Agent and the Lenders shall treat each Person whose name is recorded in the Register as the owner of the Revolving Loans and any Notes evidencing such Revolving Loans recorded therein for all purposes of this Agreement, notwithstanding notice to the contrary. Any assignment of any Loan, whether or not evidenced by a Note, shall be effective only upon appropriate entries with respect thereto being made in the Register (and each Note shall expressly so provide). Failure to make any such recordation, Any assignment or any error in such recordation shall not affect Borrower’s obligations in respect of the Loan. With respect to any Noteholder, the transfer of the rights to the principal of, and interest on, its interest in the Loan and a Note shall not be effective until such transfer is recorded on the Register maintained by Servicer with respect to ownership of such Loan and a Note and prior to such recordation all amounts owing to the transferor with respect to such Note shall remain owing to the transferor. The registration of a transfer of all or part of the a Revolving Loan and evidenced by a Note shall be recorded by Servicer registered on the Register only upon surrender for registration of assignment or transfer of the acceptance Note evidencing such Revolving Loan, accompanied by Servicer of a properly duly executed Lender Agreement; thereupon one or more new Notes in the same aggregate principal amount shall be issued to the designated assignee, and delivered Assignment and Acceptance the old Notes shall be returned by the assignor and assignee. Such Agent to Borrower marked “canceled.” The Register shall be available for inspection by Borrower or any Lender (with respect to any entry relating to such Lender’s Revolving Loans) at any reasonable time and from time to time. At the assigning Noteholder’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder in the Loan and Note was assigned to such Assignee, the assigning Noteholder shall surrender to Borrower its Note, if any, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder and/or the Assigneetime upon reasonable prior notice.

Registry. Each Borrower hereby designates Lender Administrative Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its Borrowers’ agent, solely for purposes of this Section 9.7, 12.14 to maintain at one of its offices a copy register (the “Register”) on which it will record the Commitment from time to time of each Assignment and Acceptance delivered to it and a register for the recordation of the names Lenders, the Loans made by each of the Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s Borrowers’ obligations in respect of the Loansuch Loans. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the any Loan and a Note made pursuant to such Commitment shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agent with respect to ownership of such Loan Commitment and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments and Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan any Commitment and a Note Loans shall be recorded by Servicer Administrative Agent on the Register only upon the acceptance by Servicer Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to Section 12.8. Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Notethe Note evidencing such Loan, and thereupon, if anyrequested by the assigning or transferor Lender or new Lender, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender.

Registry. Borrower hereby designates Lender Administrative Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.7, 12.13 to maintain at one of its offices a copy of each Assignment and Acceptance delivered to it and a register for (the recordation “Register”) on which it will record the Loans made by each of the names Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s obligations in respect of the Loansuch Loans. With respect to any NoteholderLender, the transfer of the rights to the principal of, and interest on, its interest in the any Loan and a Note shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agent with respect to ownership of such Loan and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan and a Note any Loans shall be recorded by Servicer Administrative Agent on the Register only upon the acceptance by Servicer Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to Section 12.8(c). Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Note, the Note (if any) evidencing such Loan, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder thereupon one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender. Borrower agrees to indemnify Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may be imposed on, asserted against or incurred by Administrative Agent (other than those arising from the gross negligence or willful negligence of the Administrative Agent) in performing its duties under this Section 12.13.

Registry. Borrower The Borrowers hereby designates Lender designate Administrative Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its the Borrowers’ agent, solely for purposes of this Section 9.7, 13.14 to maintain at one of its offices a copy of each Assignment and Acceptance delivered to it and a register for (the recordation “Register”) on which it will record the Loans made by each of the names Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect any Borrower’s obligations in respect of the Loansuch Loans. With respect to any NoteholderLender, the transfer of the rights to the principal of, and interest on, its interest in the any Loan and a Note shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agent with respect to ownership of such Loan and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan and a Note any Loans shall be recorded by Servicer Administrative Agent on the Register only upon the acceptance by Servicer Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to Section 13.9(c). Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Note, the Note (if any) evidencing such Loan, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder thereupon one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender. The Borrowers agree to indemnify Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may be imposed on, asserted against or incurred by Administrative Agent (other than those arising from the gross negligence or willful negligence of the Administrative Agent) in performing its duties under this Section 13.14.

Registry. Borrower hereby designates Lender Agent shall maintain a register (the “Register”) on which Agent will record the Commitments from time to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.7, to maintain at one of its offices a copy time of each Assignment and Acceptance delivered Lender, each repayment with respect to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s Loan Parties’ obligations in respect of the Loan. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the Loan and a Note any disbursement made pursuant to such Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer Agent with respect to ownership of such Loan and a Note Commitments and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note any Commitment shall be recorded by Servicer Agent on the Register only upon the acceptance by Servicer Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning NoteholderLender’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder Lender in the Loan and Note was assigned to such Assignee, the assigning Noteholder Lender shall surrender to Borrower its Note, if any, Note evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder Agent one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder Lender and/or the AssigneeAssignee in accordance with Section 8.4. The Register shall be available for inspection by Loan Parties and/or any Lender at Agent’s New York City office, at the sole cost and expense of Loan Parties or such Lender, at any reasonable time and from time to time and upon reasonable prior written notice.

Registry. Borrower hereby designates Lender Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.710.6, to maintain at one of its offices a copy register (the “Register”) on which Agent will record the Commitments from time to time of each Assignment Lender and Acceptance delivered each repayment with respect to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s obligations in respect of the Loan. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the Loan and a Note made pursuant to such Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer Agent with respect to ownership of such Loan and a Note Commitments and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note any Commitment shall be recorded by Servicer Agent on the Register only upon the acceptance by Servicer Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning NoteholderLender’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder Lender in the Loan and Note was assigned to such Assignee, the assigning Noteholder Lender shall surrender to Borrower its Note, if any, Note evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder Agent one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder Lender and/or the Assignee. It is intended that this Section 10.6 constitute a “book entry system” within the meaning of U.S. Treasury Regulation Section 1.871 14(c)(1)(i)(B) and shall be interpreted consistently therewith.

Registry. Borrower hereby designates Lender Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.77.6, to maintain at one of its offices a copy register (the “Register”) on which Agent will record the Commitments from time to time of each Assignment Lender and Acceptance delivered each repayment with respect to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s obligations in respect of the Loan. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the Loan and a Note any disbursement made pursuant to such Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer Agent with respect to ownership of such Loan and a Note Commitments and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note any Commitment shall be recorded by Servicer Agent on the Register only upon the acceptance by Servicer Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning NoteholderLender’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder Lender in the Loan and Note was assigned to such Assignee, the assigning Noteholder Lender shall surrender to Borrower its Note, if any, Note evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder Agent one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder Lender and/or the Assignee.

Registry. Borrower hereby designates Lender Administrative Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its 's agent, solely for purposes of this Section 9.7, SECTION 12.13 to maintain at one of its offices a copy of each Assignment and Acceptance delivered to it and a register for (the recordation "Register") on which it will record the Loans made by each of the names Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s 's obligations in respect of the Loansuch Loans. With respect to any NoteholderLender, the transfer of the rights to the principal of, and interest on, its interest in the any Loan and a Note shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agent with respect to ownership of such Loan and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan and a Note any Loans shall be recorded by Servicer Administrative Agent on the Register only upon the acceptance by Servicer Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to SECTION 12.8(c). Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Note, the Note (if any) evidencing such Loan, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder thereupon one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender. Borrower agrees to indemnify Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which 109 may be imposed on, asserted against or incurred by Administrative Agent (other than those arising from the gross negligence or willful negligence of the Administrative Agent) in performing its duties under this SECTION 12.13.

Registry. Borrower hereby designates Lender Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.79.6, to maintain at one of its offices a copy register (the “Register”) on which Agent will record the Commitments from time to time of each Assignment Lender, the portion of any Earn-Out Disbursement made by each Lender and Acceptance delivered each repayment with respect to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s obligations in respect of the Loan. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the Loan and a Note any Earn-Out Disbursement made pursuant to such Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer Agent with respect to ownership of such Loan and a Note Commitments and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note any Commitment shall be recorded by Servicer Agent on the Register only upon the acceptance by Servicer Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning NoteholderLender’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder Lender in the Loan and Note was assigned to such Assignee, the assigning Noteholder Lender shall surrender to Borrower its Note, if any, Note evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder Agent one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder Lender and/or the Assignee.

Registry. Borrower The Borrowers hereby designates Lender designate Administrative Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its the Borrowers' agent, solely for purposes of this Section 9.7, SECTION 13.14 to maintain at one of its offices a copy of each Assignment and Acceptance delivered to it and a register for (the recordation "Register") on which it will record the Loans made by each of the names Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect any Borrower’s 's obligations in respect of the Loansuch Loans. With respect to any NoteholderLender, the transfer of the rights to the principal of, and interest on, its interest in the any Loan and a Note shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agent with respect to ownership of such Loan and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan and a Note any Loans shall be recorded by Servicer Administrative Agent on the Register only upon the acceptance by Servicer Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to SECTION 13.9(c). Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Note, the Note (if any) evidencing such Loan, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder thereupon one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender. The Borrowers agree to indemnify Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may be imposed on, asserted against or incurred by Administrative Agent (other than those arising from the gross negligence or willful negligence of the Administrative Agent) in performing its duties under this SECTION 13.14.

Registry. Borrower hereby designates Lender Agent shall maintain a register (the “Register”) on which Agent will record the Commitments from time to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.7, to maintain at one of its offices a copy time of each Assignment and Acceptance delivered to it and a register for Lender, the recordation portion each Disbursement of the names Loan made by each Lender and addresses of each Assignee, and repayment with respect to the principal amount of the Loan (or portions thereof) owing to, of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s the obligations of the Borrower Parties in respect of the Loan. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the Loan and a Note any Disbursement made pursuant to such Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer Agent with respect to ownership of such Loan and a Note Commitments and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note any Commitment shall be recorded by Servicer Agent on the Register only upon the acceptance by Servicer Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning NoteholderLender’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder Lender in the Loan and Note was assigned to such Assignee, the assigning Noteholder Lender shall surrender to Borrower its Note, if any, Note evidencing the portion of the Loan corresponding to the interest so transferred and Borrower Borrowers shall deliver to Noteholder Agent one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder Lender and/or the Assignee.

Registry. Each Borrower hereby designates Lender Administrative Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its Borrowers’ agent, solely for purposes of this Section 9.7, 12.14 to maintain at one of its offices a copy register (the “Register”) on which it will record the Commitment from time to time of each Assignment and Acceptance delivered to it and a register for the recordation of the names Lenders, the Loans made by each of the Lenders and addresses each repayment in respect of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, Loans of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s Borrowers’ obligations in respect of such Loans. The Borrowers, Administrative Agent and the LoanLenders shall treat each registered holder as absolute owner. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the any Loan and a Note made pursuant to such Commitment shall not be effective until such transfer is recorded on the Register maintained by Servicer Administrative Agent with respect to ownership of such Loan Commitment and a Note Loans and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments and Loans shall remain owing to the transferor. The registration of a assignment or transfer of all or part of the Loan any Commitment and a Note Loans shall be recorded by Servicer Administrative Agent on the Register only upon the acceptance by Servicer Administrative Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assigneeAssumption Agreement pursuant to Section 12.8. Such Register shall be available for inspection by Borrower from time to time. At the assigning Noteholder’s option, concurrently Coincident with the delivery of such an Assignment and Acceptance pursuant Assumption Agreement to which an interest Administrative Agent for acceptance and registration of such Noteholder in the Loan and Note was assigned to such Assigneeassignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning Noteholder or transferor Lender shall surrender to Borrower its Notethe Note evidencing such Loan, and thereupon, if anyrequested by the assigning or transferor Lender or new Lender, evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder one or more new promissory notes Notes in the same aggregate principal amount then owing to such assignor or transferor Lender shall be issued to the assigning Noteholder or transferor Lender and/or the Assigneenew Lender.

Registry. Borrower hereby designates Lender Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.77.6, to maintain at one of its offices a copy register (the “Register”) on which Agent will record the Commitments from time to time of each Assignment Lender and Acceptance delivered each repayment with respect to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s obligations in respect of the Loan. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the portions of the Loan and a Note made pursuant to such Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer Agent with respect to ownership of such Loan and a Note Commitments and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note any Commitment shall be recorded by Servicer Agent on the Register only upon the acceptance by Servicer Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning NoteholderLender’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder Lender in the Loan and Note was assigned to such Assignee, the assigning Noteholder Lender shall surrender to Borrower its Note, if any, Note evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder Agent one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder Lender and/or the Assignee.

Registry. Borrower hereby designates Lender Agent to serve as Borrower’s agent, and Lender hereby designates Servicer to serve as its agent, solely for purposes of this Section 9.79.6, to maintain at one of its offices a copy register (the “Register”) on which Agent will record the Commitments from time to time of each Assignment Lender and Acceptance delivered each repayment with respect to it and a register for the recordation of the names and addresses of each Assignee, and the principal amount of the Loan (or portions thereof) owing to, of each Lender pursuant to the terms hereof and the Note Sales Agreement from time to time (the “Register”)Lender. Failure to make any such recordation, or any error in such recordation shall not affect Borrower’s obligations in respect of the Loan. With respect to any NoteholderLender, the transfer of the Commitments of such Lender and the rights to the principal of, and interest on, its interest in the Loan and a Note such Commitments shall not be effective until such transfer is recorded on the Register maintained by Servicer Agent with respect to ownership of such Loan and a Note Commitments and prior to such recordation all amounts owing to the transferor with respect to such Note Commitments shall remain owing to the transferor. The registration of a transfer of all or part of the Loan and a Note any Commitment shall be recorded by Servicer Agent on the Register only upon the acceptance by Servicer Agent of a properly executed and delivered Assignment and Acceptance by the assignor and assignee. Such Register shall be available for inspection by Borrower from time to time. At the assigning NoteholderLender’s option, concurrently with the delivery of an Assignment and Acceptance pursuant to which an interest of such Noteholder Lender in the Loan and Note was assigned to such Assignee, the assigning Noteholder Lender shall surrender to Borrower its Note, if any, Note evidencing the portion of the Loan corresponding to the interest so transferred and Borrower shall deliver to Noteholder Agent one or more new promissory notes in the same aggregate principal amount issued to the assigning Noteholder Lender and/or the Assignee.