Common use of Several Obligations; No Liability Clause in Contracts

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, if any, to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Commitments. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly herein, no Agent-Related Person and no Participating Lender shall have any liability for the acts of any other Agent-Related Person or any other Participating Lender. No Participating Lender shall be responsible to the Credit Parties or any other Person for any failure by any other Participating Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitment, nor to take any other action on its behalf hereunder, under any other Loan Document or in connection with the financing contemplated herein. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, if any, Lenders to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Commitmentsportion of the Loan Commitment, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount at such time of their respective Commitmentsportion of the Loan Commitment. The amounts payable at any time hereunder to each Lender shall be a separate and independent debt, and each Lender shall be entitled to protect and enforce its rights arising out hereof and it shall not be necessary for any other Lender to be joined as an additional party in any proceeding for such purpose. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Nothing contained herein or in any other Loan Document, and no action taken by Lenders pursuant hereto or thereto, shall be deemed to constitute Lenders as a partnership, an association, a joint venture or any other kind of entity. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinin Section 8.7, no Agent-Related Person and no Participating Lender shall have any liability for the acts of any other Agent-Related Person or any other Participating Lender. No Participating Lender shall be responsible to the Credit Parties Borrower or any other Person for any failure by any other Participating Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitmentbehalf, nor to take any other action on its behalf hereunder, under any other Loan Document hereunder or in connection with the financing contemplated herein. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, (if any, ) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Commitments. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinin Section 15.7, no Agent-Related Person and no Participating member of the Lender Group shall have any liability for the acts of any other Agent-Related Person or any other Participating Lendermember of the Lender Group. No Participating Lender shall be responsible to the Credit Parties any Borrower or any other Person for any failure by any other Participating Lender (or Bank Product Provider) to fulfill its obligations to make credit available hereunder, nor to advance for it such Lender (or Bank Product Provider) or on its behalf in connection with its Commitmentbehalf, nor to take any other action on its behalf hereunder, under any other Loan Document of such Lender (or Bank Product Provider) hereunder or in connection with the financing contemplated herein. 15.18 Joint Lead Arrangers, Joint Book Runners, and Syndication Agent. Each of the Joint Lead Arrangers, Joint Book Runners, and Syndication Agent, in such capacities, shall not have any right, power, obligation, liability, responsibility, or duty under this Agreement other than those applicable to it in its capacity as a Lender, as Agent or as Issuing Bank. Without limiting the foregoing, each of the Joint Lead Arrangers, Joint Book Runners, and Syndication Agent, in such capacities, shall not have or be deemed to have any fiduciary relationship with any Lender or any Loan Party. Each Lender, Agent, Issuing Bank, and each Loan Party acknowledges that it has not relied, and will not rely, on the Joint Lead Arrangers, Joint Book Runners, and Syndication Agents in deciding to enter into this Agreement or in taking or not taking action hereunder. Each of the Joint Lead Arrangers, Joint Book Runners, and Syndication Agent, in such capacities, shall be entitled to resign at any time by giving notice to Agent and Borrowers. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, (if any, ) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Commitments. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinin Section 15.7, no Agent-Related Person and no Participating member of the Lender Group shall have any liability for the acts of any other Agent-Related Person or any other Participating Lendermember of the Lender Group. No Participating Lender shall be responsible to the Credit Parties Borrower or any other Person for any failure by any other Participating Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitment, nor to take any other action on its behalf hereunder, under any other Loan Document hereunder or in connection with the financing contemplated herein. . For greater certainty, and without limiting the powers of Agent, or any other Person acting as an agent or MANDATORY for Agent hereunder or under any of the other Loan Documents, Borrower and Canadian Opco hereby acknowledge that, for purposes of holding any security (g“Quebec Security”) Section 12.10 granted by any Loan Party on property pursuant to the laws of the Province of Québec to secure obligations of such Loan Party under any debenture, note, bond or other title of indebtedness, Agent shall be the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of the Civil Code of Québec) for all present and future Lenders and in particular for all present and future holders of any debenture, note, bond or other title of indebtedness issued by any Loan Party. Each Lender hereby irrevocably constitutes, to the extent necessary, Agent as the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Québec) in order to hold Quebec Security granted by any Loan Party in order to secure the obligations of any of them under any debenture, note, bond or other title of indebtedness that may be issued by any of them. Each Lender hereby agrees that Agent may act as the bondholder and mandatory (i.e. agent) with respect to any debenture, note, bond or other title of indebtedness that may be issued by any Loan Party and pledged to Agent, for the benefit of Agent and the Lenders. The execution by Agent, acting as fondé de pouvoir and mandatory, prior to the execution of this Agreement, of any Quebec Security documents is hereby deletedratified and confirmed. Each assignee of a Lender shall be deemed to have confirmed and ratified the constitution of Agent as the holder of such irrevocable power of attorney (fondé de pouvoir) by execution of an Assignment and Acceptance. Notwithstanding the provisions of section 32 of An Act respecting the special powers of legal persons (Québec), Agent may acquire and be the holder of any debenture, note, bond or other title of indebtedness issued under any Quebec Security Documents. Each Loan Party hereby acknowledges that each such debenture, note, bond or other title of indebtedness constitutes a title of indebtedness, as such term is used in Article 2692 of the Civil Code of Québec Agent, acting as holding of an irrevocable power of attorney (fondé de pouvoir), shall have the same rights, powers, immunities, indemnities and exclusions from liability as are prescribed in favor of Agent in this Agreement, which shall apply mutatis mutandis. Without limitation, the provisions of Section 15.9 of this Agreement shall apply mutatis mutandis to the resignation and appointment of a successor Agent, acting as the holder of an irrevocable power of attorney (fondé de pouvoir). (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Other Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, (if any, ) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Revolving Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Revolving Commitments. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Each Participating Lender shall be solely responsible for notifying its Participants participants of any matters relating to this Agreement and the Loan Other Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant participant of any other Participating Lender. Except Bank Product Providers. Each Secured Party that provides Cash Management Products and Services, Lender-Provided Interest Rate Xxxxxx or Lender-Provided Foreign Currency/Commodity Xxxxxx (each a "Bank Product Provider") in its capacity as provided expressly such shall be deemed a third party beneficiary hereof and of the provisions of the Other Documents for purposes of any reference in this Agreement or any Other Document to the parties for whom Agent is acting. Agent hereby agrees to act as agent for such Bank Product Provider and, by virtue of entering into an agreement or arrangement to provide Cash Management Products and Services, Lender-Provided Interest Rate Xxxxxx or Lender-Provided Foreign Currency/Commodity Xxxxxx, the applicable Bank Product Provider shall be automatically deemed to have appointed Agent as its agent and to have accepted the benefits of the Other Documents. It is understood and agreed that the rights and benefits of each Bank Product Provider under the Other Documents consist exclusively of such Bank Product Provider's being a beneficiary of the Liens and security interests (and, if applicable, guarantees) granted to Agent and the right to share in payments and collections out of the Collateral as more fully set forth herein. In addition, each Bank Product Provider, by virtue of entering into an agreement or arrangement to provide Cash Management Products and Services, Lender-Provided Interest Rate Xxxxxx or Lender-Provided Foreign Currency/Commodity Xxxxxx, shall be automatically deemed to have agreed that Agent shall have the right, but shall have no obligation, to establish, maintain, relax, or release reserves in respect of the Cash Management Liabilities, Interest Rate Hedge Liabilities and Foreign Currency/Commodity Hedge Liabilities and that if reserves are established there is no obligation on the part of Agent to determine or insure whether the amount of any such reserve is appropriate or not. Notwithstanding anything to the contrary in this Agreement or any Other Document, no Agentprovider or holder of any Cash Management Products and Services, Lender-Related Person and no Participating Lender Provided Interest Rate Xxxxxx or Lender-Provided Foreign Currency/Commodity Xxxxxx shall have any liability for voting or approval rights hereunder (or be deemed a Lender) solely by virtue of its status as the acts provider or holder of such agreements or products or the Obligations owing thereunder, nor shall the consent of any such provider or holder be required (other Agent-Related Person or any other Participating Lender. No Participating Lender shall be responsible than in their capacities as Lenders, to the Credit Parties or any other Person extent applicable) for any failure by any other Participating Lender to fulfill its obligations to make credit available hereunder, nor to advance for it matter hereunder or on its behalf in connection with its Commitment, nor to take any other action on its behalf hereunder, under any other Loan Document of the Other Documents, including as to any matter relating to the Collateral or in connection with the financing contemplated hereinrelease of Collateral or Guarantors. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Other Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, (if any, ) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Revolving Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Revolving Commitments. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Each Participating Lender shall be solely responsible for notifying its Participants participants of any matters relating to this Agreement and the Loan Other Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant participant of any other Participating Lender. Except Bank Product Providers. Each Secured Party that provides Cash Management Products and Services, Lender-Provided Interest Rate Xxxxxx or Lender-Provided Foreign Currency/Commodity Xxxxxx (each a "Bank Product Provider") in its capacity as provided expressly such shall be deemed a third party beneficiary hereof and of the provisions of the Other Documents for purposes of any reference in this Agreement or any Other Document to the parties for whom Agent is acting. Agent xxxxxx agrees to act as agent for such Bank Product Provider and, by virtue of entering into an agreement or arrangement to provide Cash Management Products and Services, Lender-Provided Interest Rate Xxxxxx or Lender-Provided Foreign Currency/Commodity Xxxxxx, the applicable Bank Product Provider shall be automatically deemed to have appointed Agent as its agent and to have accepted the benefits of the Other Documents. It is understood and agreed that the rights and benefits of each Bank Product Provider under the Other Documents consist exclusively of such Bank Product Provider's being a beneficiary of the Liens and security interests (and, if applicable, guarantees) granted to Agent and the right to share in payments and collections out of the Collateral as more fully set forth herein. In addition, each Bank Product Provider, by virtue of entering into an agreement or arrangement to provide Cash Management Products and Services, Lender-Provided Interest Rate Xxxxxx or Lender-Provided Foreign Currency/Commodity Xxxxxx, shall be automatically deemed to have agreed that Agent shall have the right, but shall have no obligation, to establish, maintain, relax, or release reserves in respect of the Cash Management Liabilities, Interest Rate Hedge Liabilities and Foreign Currency/Commodity Hedge Liabilities and that if reserves are established there is no obligation on the part of Agent to determine or insure whether the amount of any such reserve is appropriate or not. Notwithstanding anything to the contrary in this Agreement or any Other Document, no Agentprovider or holder of any Cash Management Products and Services, Lender-Related Person and no Participating Lender Provided Interest Rate Xxxxxx or Lender-Provided Foreign Currency/Commodity Xxxxxx shall have any liability for voting or approval rights hereunder (or be deemed a Lender) solely by virtue of its status as the acts provider or holder of such agreements or products or the Obligations owing thereunder, nor shall the consent of any such provider or holder be required (other Agent-Related Person than in their capacities as Lenders, to the extent applicable) for any matter hereunder or under any of the Other Documents, including as to any matter relating to the Collateral or the release of Collateral or Guarantors. Notwithstanding anything contained herein to the contrary, after the Amendment No. 1 Closing Date, (i) on a periodic basis as reasonably requested by Agent (it being agreed and understood that such request will be made on a quarterly basis), each Bank Product Provider shall provide written notice to Agent (which may be via email) setting forth a reasonably detailed summary of the maximum amount of Hedge Liabilities and Cash Management Liabilities provided to GLDD or any other Participating Lender. No Participating Lender of its Subsidiaries as of such date of determination; provided, that, if no such summary is provided to Agent, the maximum amount of Hedge Liabilities and Cash Management Liabilities provided by such Bank Product Provider to GLDD or any of its Subsidiaries shall be responsible deemed to be the amount most recently provided to Agent; and (ii) any additional Hedge Liabilities or Cash Management Liabilities constituting Obligations shall require the consent of Agent, in each case, to the Credit Parties or any other Person for any failure by any other Participating Lender extent such amounts would cause the aggregate amount of Hedge Liabilities and Cash Management Liabilities, as applicable, to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitment, nor to take any other action on its behalf hereunder, exceed the amount permitted under any other Loan Document or in connection with clause (a)(ii) of the financing contemplated hereindefinition of "First Lien Cap" under the Intercreditor Agreement (Second Lien). (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, if any, Lenders to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Commitmentsportion of the Term Loan Commitment, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount at such time of their respective Commitmentsportion of the Term Loan Commitment. The amounts payable at any time hereunder to each Lender shall be a separate and independent debt, and each Lender shall be entitled to protect and enforce its rights arising out hereof and it shall not be necessary for any other Lender to be joined as an additional party in any proceeding for such purpose. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in with respect ofto, the business, assets, profits, losses, or liabilities of any other Participating Lender. Nothing contained herein or in any other Loan Document, and no action taken by Lenders pursuant hereto or thereto, shall be deemed to constitute Lenders as a partnership, an association, a joint venture or any other kind of entity. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinthis Section 17.7, no Agent-Related Person and no Participating member of the Lender Group shall have any liability for the acts of any other Agent-Related Person or any other Participating Lendermember of the Lender Group. No Participating Lender shall be responsible to the Credit Parties any Loan Party or any other Person for any failure by any other Participating Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitmentbehalf, nor to take any other action on its behalf hereunder, under any other Loan Document hereunder or in connection with the financing contemplated herein. 18. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, if any, Lenders to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective portion of the Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount at such time of their respective portion of the Commitments. The amounts payable at any time hereunder to each Lender shall be a separate and independent debt, and each Lender shall be entitled to protect and enforce its rights arising out hereof and it shall not be necessary for any other Lender to be joined as an additional party in any proceeding for such purpose. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in with respect ofto, the business, assets, profits, losses, or liabilities of any other Participating Lender. Nothing contained herein or in any other Loan Document, and no action taken by Lenders pursuant hereto or thereto, shall be deemed to constitute Lenders as a partnership, an association, a joint venture or any other kind of entity. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinthis Section 17.7, no Agent-Related Person and no Participating member of the Lender Group shall have any liability for the acts of any other Agent-Related Person or any other Participating Lendermember of the Lender Group. No Participating Lender shall be responsible to the Credit Parties any Loan Party or any other Person for any failure by any other Participating Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitmentbehalf, nor to take any other action on its behalf hereunder, under any other Loan Document hereunder or in connection with the financing contemplated herein. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, (if any, ) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Commitments. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinin Section 15.7, no Agent-Related Person and no Participating member of the Lender Group shall have any liability for the acts of any other Agent-Related Person or any other Participating Lendermember of the Lender Group. No Participating Lender shall be responsible to the Credit Parties Borrower or any other Person for any failure by any other Participating Lender (or Bank Product Provider) to fulfill its obligations to make credit available hereunder, nor to advance for it such Lender (or Bank Product Provider) or on its behalf in connection with its Commitmentbehalf, nor to take any other action on its behalf hereunder, under any other Loan Document of such Lender (or Bank Product Provider) hereunder or in connection with the financing contemplated herein. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended . 15.18 Joint Lead Arrangers, Joint Book Runners, Syndication Agent, and Co- Documentation Agents. Each of the Joint Lead Arrangers, Joint Book Runners, Syndication Agent, and Co-Documentation Agents, in such capacities, shall not have any right, power, obligation, liability, responsibility, or duty under this Agreement other than those applicable to add it in its capacity as a Lender, as Agent, as a Swing Lender, or as Issuing Bank. Without limiting the following defined terms foregoing, none of the Joint Lead Arrangers, Joint Book Runners, Syndication Agent, and Co- Documentation Agents, in appropriate alphabetical order:such capacities, shall have or be deemed to have any fiduciary relationship with any Lender or any Loan Party. Each Lender, Agent, each Swing Lender, Issuing Bank, and each Loan Party acknowledges that it has not relied, and will not rely, on the Joint Lead

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, if any, Lenders to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Commitmentsportion of the Loan Commitment, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount at such time of their respective Commitmentsportion of the Loan Commitment. The amounts payable at any time hereunder to each Lender shall be a separate and independent debt, and each Lender shall be entitled to protect and enforce its rights arising out hereof and it shall not be necessary for any other Lender to be joined as an additional party in any proceeding for such purpose. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Nothing contained herein or in any other Loan Document, and no action taken by Lenders pursuant hereto or thereto, shall be deemed to constitute Lenders as a partnership, an association, a joint venture or any other kind of entity. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinin Section 8.7, no Agent-Related Person and no Participating Lender Secured Party shall have any liability for the acts of any other Agent-Related Person or any other Participating LenderSecured Party. No Participating Lender shall be responsible to the Credit Parties Borrower or any other Person for any failure by any other Participating Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitmentbehalf, nor to take any other action on its behalf hereunder, under any other Loan Document hereunder or in connection with the financing contemplated herein. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, (if any, ) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their *** Certain confidential information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. respective Commitments. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinin Section 15.7, no Agent-Related Person and no Participating member of the Lender Group shall have any liability for the acts of any other Agent-Related Person or any other Participating Lendermember of the Lender Group. No Participating Lender shall be responsible to the Credit Parties Borrower or any other Person for any failure by any other Participating Lender (or Bank Product Provider) to fulfill its obligations to make credit available hereunder, nor to advance for it such Lender (or Bank Product Provider) or on its behalf in connection with its Commitmentbehalf, nor to take any other action on its behalf hereunder, under any other Loan Document of such Lender (or Bank Product Provider) hereunder or in connection with the financing contemplated herein. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating DIP Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, if any, to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating DIP Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Commitments. Nothing contained herein shall confer upon any Participating DIP Lender any interest in, or subject any Participating DIP Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating LenderDIP Lenders. Each Participating DIP Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating DIP Lender shall have any obligation, duty, or liability to any Participant of any other Participating DIP Lender. Except as provided expressly hereinin Section 12.05, no Agent-Related Person Agent and no Participating DIP Lender shall have any liability for the acts of any other Agent-Related Person Agent or any other Participating DIP Lender. No Participating DIP Lender shall be responsible to the Credit Parties Borrowers or any other Person for any failure by any other Participating DIP Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitment, nor to take any other action on its behalf hereunder, under any other Loan Document or in connection with the financing contemplated herein. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative Agent and/or the Revolving Agent, if any, Lenders to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective portion of the Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount at such time of their respective portion of the Commitments. The amounts payable at any time hereunder to each Lender shall be a separate and independent debt, and each Lender shall be entitled to protect and enforce its rights arising out hereof and it shall not be necessary for any other Lender to be joined as an additional party in any proceeding for such purpose. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Nothing contained herein or in any other Loan Document, and no action taken by Lenders pursuant hereto or thereto, shall be deemed to constitute Lenders as a partnership, an association, a joint venture or any other kind of entity. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinin this Section 16.17, no Agent-Related Person and no Participating member of the Lender Group shall have any liability for the acts of any other Agent-Related Person or any other Participating Lendermember of the Lender Group. No Participating Lender shall be responsible to the Credit Parties any Loan Party or any other Person for any failure by any other Participating Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitmentbehalf, nor to take any other action on its behalf hereunder, under any other Loan Document hereunder or in connection with the financing contemplated herein. (g) Section 12.10 is hereby deleted. (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order:

Several Obligations; No Liability. Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of an U.S. Agent or Agents in its or their capacity as such, and not by or in favor of the Participating Lenders, any and all obligations on the part of the Administrative any Agent and/or the Revolving Agent, (if any, ) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Participating Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Commitments. Nothing contained herein shall confer upon any Participating Lender any interest in, or subject any Participating Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Participating Lender. Each Participating Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Participating Lender shall have any obligation, duty, or liability to any Participant of any other Participating Lender. Except as provided expressly hereinin Section 15.7, no Agent-Related Person and no Participating member of the Lender Group shall have any liability for the acts of any other Agent-Related Person or any other Participating Lendermember of the Lender Group. No Participating Lender shall be responsible to the Credit Parties any Borrower or any other Person for any failure by any other Participating Lender to fulfill its obligations to make credit available hereunder, nor to advance for it or on its behalf in connection with its Commitment, nor to take any other action on its behalf hereunder, under any other Loan Document hereunder or in connection with the financing contemplated herein. . For greater certainty, and without limiting the powers of the Agents, or any other Person acting as an agent or mandatary for the Agents hereunder or under any of the other Loan Documents, each Borrower hereby acknowledges that, for purposes of holding any security (g“Quebec Security”) Section 12.10 granted by any Loan Party on property pursuant to the laws of the Province of Quebec to secure obligations of such Loan Party under any debenture, note, bond or other title of indebtedness, the U.S. Agent shall be the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of the Civil Code of Québec) for all present and future Lenders, Issuing Lenders, Swing Lenders and Bank Product Providers and in particular for all present and future holders of any debenture, note, bond or other title of indebtedness issued by any Loan Party. Each Lender, Issuing Lender, Swing Lender and Bank Product Provider hereby irrevocably constitutes, to the extent necessary, the U.S. Agent as the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Québec) in order to hold Quebec Security granted by any Loan Party in order to secure the obligations of any of them under any debenture, note, bond or other title of indebtedness that may be issued by any of them. Each Lender, Issuing Lender, Swing Lender and Bank Product Provider hereby agrees that the U.S. Agent may act as the bondholder and mandatary (i.e. agent) with respect to any debenture, note, bond or other title of indebtedness that may be issued by any Loan Party and pledged to the U.S. Agent, for the benefit of each Agent, the Lenders, Issuing Lenders, Swing Lenders and Bank Product Providers. The execution by the U.S. Agent, acting as fondé de pouvoir and mandatary, prior to the execution of this Agreement, of any Quebec Security documents is hereby deletedratified and confirmed. Each assignee of a Lender shall be deemed to have confirmed and ratified the constitution of the U.S. Agent as the holder of such irrevocable power of attorney (fondé de pouvoir) by execution of an Assignment and Acceptance. Notwithstanding the provisions of section 32 of An Act respecting the special powers of legal persons (Québec), the U.S. Agent may acquire and be the holder of any debenture, note, bond or other title of indebtedness issued under any Quebec Security Documents. Each Loan Party hereby acknowledges that each such debenture, note, bond or other title of indebtedness constitutes a title of indebtedness, as such term is used in Article 2692 of the Civil Code of Québec. The U.S. Agent, acting as holding of an irrevocable power of attorney (fondé de pouvoir), shall have the same rights, powers, immunities, indemnities and exclusions from liability as are prescribed in favour of each Agent in this Agreement, which shall apply mutatis mutandis. Without limitation, the provisions of Section 15.9 of this Agreement shall apply mutatis mutandis to the resignation and appointment of a successor U.S. Agent, acting as the holder of an irrevocable power of attorney (fondé de pouvoir). (h) Section 14.01 is hereby amended to add the following defined terms in appropriate alphabetical order: