Common use of Register Clause in Contracts

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e), to (i) maintain a register (the “Register”) on which the Administrative Agent will record the Commitments from time to time of each Lender, the Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Section. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender with respect to such Commitments, Loans and Notes shall remain owing to the transferring Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to in Section 9.06(c). The Register shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)11.17, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c11.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 11.17, except to Section 2.08(b)the extent caused by the Administrative Agent’s own gross negligence, unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedwillful misconduct or unlawful acts.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent, and the Administrative Agent agrees, to serve as the Borrower’s Borrowers’ agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register at one of its offices in New York, New York (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation Borrowers’ obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and ownership of such Commitments and/or Loans prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and/or Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of an assignment or other transfer of all or part of any Commitments, Commitments and/or Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Commitment and/or Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Commitment and/or Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. The Borrower may not replace registration of any Lender provision of Incremental Term Loan Commitments pursuant to Section 2.08(b)1.15 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Term Loan Commitment Agreement. Coincident with the delivery of such Incremental Term Loan Commitment Agreement for acceptance and registration of the provision of an Incremental Term Loan Commitment, unlessor as soon thereafter as practicable, with respect to any Notes held the extent requested by such Incremental Term Loan Lenders, Incremental Term Notes shall be issued, at the respective Borrower’s expense, to such Incremental Term Loan Lenders, to be in conformity with Section 1.05 (with appropriate modification) to the extent needed to reflect the Incremental Term Loan Commitments and outstanding Incremental Term Loans made by such Incremental Term Loan Lender. The Borrowers agree to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature that may be imposed on, asserted against or incurred by the requirements of subsection 9.06(c) and Administrative Agent in performing its duties under this subsection 9.06(e) have been satisfiedSection 13.17.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Revolving Commitments and principal amount (and related interest amounts) of Revolving Loans made and LC Obligations by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to Lender. Holdings, the Lead Borrower, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Section. Failure to make any such recordation, or any error in such recordation, shall not affect Agreement (and the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of conclusive for such purposes (absent manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement)), notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of, and the principal (and interest) amounts of the Revolving Loans owing to, such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement pursuant to Section 13.04(b). Coincident with the delivery of such an Assignment and payment Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Revolving Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of any such Lender. The registration of any provision of Revolving Commitment Increases pursuant to Section 2.15 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the administrative fee referred Administrative Agent of a properly executed and delivered Incremental Revolving Commitment Agreement. Coincident with the delivery of such Incremental Revolving Commitment Agreement for acceptance and registration of the provision of Revolving Commitment Increases, as the case may be, or as soon thereafter as practicable, to the extent requested by such Lenders and Notes shall be issued, at the Borrowers’ expense, to such Lender of a Revolving Commitment Increase, to be in conformity with Section 9.06(c)2.04 (with appropriate modification) to the extent needed to reflect Revolving Commitment Increases, and outstanding Revolving Loans made by such Lender of a Revolving Commitment Increase. The Register shall be available for inspection by each the Borrowers and any Lender (but only to the extent of entries in the BorrowerRegister that are applicable to such Lender), the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower Fiscal Agent is hereby designates the Administrative Agent to serve appointed as the Borrower’s agent, solely for purposes of this Section 9.06(e), to (i) maintain a register security registrar (the “RegisterRegistrar”) and, as agent of Jamaica for the purpose, shall maintain at its corporate trust office in the Borough of Manhattan, The City of New York, a register for each Series of Debt Securities issued for the registration and registration of transfers of Debt Securities of such Series. Upon presentation for the purpose at the said office of the Fiscal Agent of any Debt Security of such Series, accompanied by a written instrument of transfer in the form approved by Jamaica and the Fiscal Agent (it being understood that, until notice to the contrary is given to holders of Debt Securities of a Series, Jamaica and the Fiscal Agent shall each be deemed to have approved the form of instrument of transfer, if any, printed on which any definitive Debt Security of such Series), executed by the Administrative Agent will record registered holder, in person or by such holder’s attorney thereunto duly authorized in writing, such Debt Security shall be transferred upon the Commitments register for the Debt Securities of such Series, and a new Debt Security of such Series and of like tenor shall be authenticated and issued in the name of the transferee. The Registrar shall not register the transfer of or exchange of any Debt Security for a period of fifteen days preceding the date for any payment of principal of or interest on the Debt Security, or register the transfer of or exchange of any Debt Security previously called for redemption. Transfers and exchanges of Debt Securities of a Series shall be subject to such restrictions as shall be set forth in the text of the Debt Securities of such Series and such reasonable regulations as may be prescribed by Jamaica. Successive registrations and registrations of transfers as aforesaid may be made from time to time of each Lenderas desired, the Loans made by each Lender and each repayment in respect such registration shall be noted on the Debt Security register. No service charge shall be made for any registration, registration of transfer or exchange of the principal amount Debt Securities of a Series unless otherwise provided by the provisions of the Loans Debt Securities of each Lender and to such Series (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Section. Failure to make any such recordation, or any error in such recordation, fees shall not affect exceed the Borrower’s obligation in respect of such Loans. The entries in maximum fee prescribed by the Register shall stock exchanges on which the Debt Securities may for the time being be conclusivelisted, in the absence of manifest errorif any), and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register andbut, except to the extent as otherwise provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender herein with respect to the exchange of temporary Debt Securities for definitive Debt Securities, the Fiscal Agent (and any Transfer Agent or authenticating agent appointed pursuant to Section 2 or 3 hereof, respectively) may require payment of a sum sufficient to cover any stamp or other tax or governmental charge in connection therewith and any other amounts required to be paid by the provisions of the Debt Securities of such Commitments, Loans and Notes Series. Any Transfer Agent appointed pursuant to Section 2 hereof shall remain owing provide to the transferring Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender shall be recorded Fiscal Agent such information as the Fiscal Agent may reasonably require in connection with the delivery by the Administrative Agent on the Register only upon the acceptance by the Administrative such Transfer Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to Debt Securities in Section 9.06(c). The Register shall be available exchange for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior noticeother Debt Securities. In addition, at neither the Fiscal Agent nor any time that Transfer Agent shall be required to make registrations of transfer or exchange of Debt Securities of a request for a consent for a material or substantive change to Series during any period set forth in the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy text of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by Debt Securities of such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedSeries in which such transfers or exchanges are prohibited.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s their agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Term Loans made by each Lender of the Lenders and the stated interest on, and each repayment in respect of the principal amount of of, the Term Loans of each Lender and to (ii) retain a copy of Lender. Holdings, each Assignment and Assumption Agreement delivered to Borrower, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Section. Failure to make any such recordation, or any error in such recordation, shall not affect Agreement (and the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of conclusive absent manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof error for all purposes of this Agreementsuch purposes), notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of, and the principal (and interest) amounts of the Term Loans owing to, such Lender and the rights to the principal of, and interest on, any Term Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Term Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Term Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Term Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Term Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Term Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower may not replace registration of any Lender provision of Incremental Term Loan Commitments pursuant to Section 2.08(b)2.15, unlessshall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Term Loan Commitment Agreement. Coincident with the delivery of such Incremental Term Loan Commitment Agreement for acceptance and registration of the provision of an Incremental Term Loan Commitment, with respect as the case may be, or as soon thereafter as practicable, to any Notes held the extent requested by such Incremental Term Loan Lenders, Term Notes shall be issued, at the Lead Borrower’ expense, to such Incremental Term Loan Lenders, to be in conformity with Section 2.05 (with appropriate modification) to the extent needed to reflect the Incremental Term Loan Commitments, and outstanding Incremental Term Loans made by such Incremental Term Loan Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Revolving Loan Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other Revolving Loan transfer of all or part of any Commitments, Revolving Loan Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.15.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 13.17, except to Section 2.08(b), unless, with respect to any Notes held the extent caused by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedAdministrative Agent’s own gross negligence or willful misconduct.

Register. The Each Borrower hereby designates the Administrative Agent to serve as the such Borrower’s agent, solely for purposes of this Section 9.06(e)12.16, to (i) maintain a register (the “Register”’) on which the Administrative Agent it will record the name, address and taxpayer identification number, if any, of each of the Lenders, the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and any stated interest thereon and each repayment in respect of the principal amount of the Loans of each Lender of the Lenders and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Sectionany stated interest thereon. Failure to make any such recordation, or any error in such recordation, shall not affect the such Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Loans Commitment and Notes for a Lender Loan shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register Coincident with the delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be available for inspection by each of issued to the Borrower, assigning or transferor Lender and/or the Swingline Lender and each Issuing new Lender at the request of any reasonable time such Lenders. Each Borrower agrees to indemnify the Administrative Agent from and from time to time upon reasonable prior notice. In additionagainst any and all losses, at 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 12.16, provided that no Borrower shall be liable for any time that a request for a consent for a material or substantive change to the Loan Documents is pendingportion of such losses, any Lender wishing to consult with other Lenders in connection therewith may request claims, damages and receive liabilities resulting from the Administrative Agent Agent’s gross negligence or willful misconduct (as determined by a copy court of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(bcompetent jurisdiction in a final and non-appealable decision), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Each Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders, the amount of any principal or interest due and payable with respect to such Loans and each repayment in respect of the principal amount amount, and related interest amounts of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation Borrowers’ obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and for Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower Borrowers jointly and severally agree to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.15.

Register. The Each Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)14.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Revolving Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Revolving Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the any Borrower’s obligation obligations in respect of such Revolving Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Revolving Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c14.03(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Revolving Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Revolving Note evidencing such Revolving Loan, and thereupon one or more new Revolving Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. The U.S. 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 14.15, provided that the U.S. Borrower shall have no obligation to indemnify the Administrative Agent for any loss, claim, damage, liability or expense which resulted solely from the gross negligence or willful misconduct of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedAdministrative Agent.

Register. (a) The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its non‑fiduciary agent, solely for purposes of this Section 9.06(e12.15(a), to (i) maintain a register (the “Term Loan Register”) on which the Administrative Agent it will record the Commitments from time to time the name and address of each Term Lender, the Loans made by each Lender and each repayment in respect Term Loan Commitments, the principal amounts of the principal amount Term Loans and any other obligations under the Loan Documents, and the amounts of stated interest due thereon, owing to each Term Lender pursuant the Loans of each Lender terms hereof and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Sectionany Term Note. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in Term Loans or other obligations under the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contraryDocuments. With respect to any Term Lender, the assignment or other transfer of the Term Loan Commitments of such Term Lender and the rights to the principal of, and interest on, any Loan made Term Loans and any Note issued pursuant other obligations under the Loan Documents owing to this Agreement such Lender shall not be effective until such assignment or other transfer is recorded on the Term Loan Register and, except to maintained by the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, Administrative Agent and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Term Loan Commitments and Term Loans and Notes other obligations under the Loan Documents shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Term Loan Commitments, Term Loans and Notes for a Lender or other obligations under the Loan Documents shall be recorded by the Administrative Agent on the Term Loan Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement pursuant to Section 12.04. Upon such acceptance and payment recordation, the assignee specified therein shall be treated as a Term Lender for all purposes of this Agreement. Coincident with the delivery of such an Assignment and Assumption to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Term Loan, or as soon thereafter as practicable, the assigning or transferor Term Lender shall surrender the Term Note (if any) evidencing such Term Loan, and thereupon one or more new Term Notes in the same aggregate principal amount shall be issued to the assignee or transferee Term Lender at the request of any such Term 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 12.15(a) to the same extent that the Administrative Agent is otherwise indemnified pursuant to Section 12.01. The Term Loan Register is intended to cause each Term Loan and other obligation hereunder to be in registered form within the meaning of Section 5f.103-1(c) of the administrative fee referred to in Section 9.06(cUnited States Treasury Regulations and within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the Code. The Term Loan Register shall be available for inspection by each of the BorrowerBorrower and any Term Lender, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time provided that a request for a consent for a material or substantive change to the information contained in the Term Loan Documents Register which is pending, any shared with each Term Lender wishing to consult with (other Lenders in connection therewith may request and receive from than the Administrative Agent a copy of and its affiliates) shall be limited to the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, entries with respect to any Notes held by such Term Lender including the Term Loan Commitment of, or principal amount of and stated interest on the Term Loans owing to such Term Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.15.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time the name and address of each Lender, the Loans made by each Lender and each repayment in respect Issuing Lender, the Commitments, the principal amounts of the principal amount Loans, L/C Obligations and any other obligations under the Loan Documents, and the amounts of the Loans of stated interest due thereon, owing to each Lender and to (ii) retain a copy of each Assignment Issuing Lender pursuant the terms hereof and Assumption Agreement delivered to the Administrative Agent pursuant to this Sectionany Note. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in , L/C Obligations or other obligations under the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contraryDocuments. With respect to any Lender or Issuing Lender, the assignment or other transfer of the Commitments of such Lender or Issuing Lender and the rights to the principal of, and interest on, any Loan made Loans, L/C Obligations and any Note issued pursuant other obligations under the Loan Documents owing to this Agreement such Lender or Issuing Lender shall not be effective until such assignment or other transfer is recorded on the Register and, except to maintained by the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, Administrative Agent and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such CommitmentsCommitments and Loans, Loans L/C Obligations and Notes other obligations under the Loan Documents shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender Loans, L/C Obligations or other obligations under the Loan Documents shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement pursuant to Section 13.4. Upon such acceptance and payment recordation, the assignee specified therein shall be treated as a Lender and/or Issuing Lender for all purposes of the administrative fee referred to in Section 9.06(c)this Agreement. The Register shall be available for inspection by each the Borrower or any Lender (but only, in the case of a Lender, at the BorrowerAdministrative Agent’s Office and with respect to any entry relating to such Lender’s Commitments, the Swingline Lender Loans, L/C Obligations and each Issuing Lender other Obligations), at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change Coincident with the delivery of such an Assignment and Assumption to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assignee or transferee Lender at the request of the Registerany such 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 not replace any Lender be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 13.15 to the same extent that the Administrative Agent is otherwise indemnified pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.1.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agentAgent, acting solely for purposes this purpose as a non-fiduciary agent of this Section 9.06(ethe Borrower Parties (such agency being solely for tax purposes), to (i) shall maintain a register (the “Register”) on which the at Administrative Agent will record the Commitments from time to time of each Lender, the Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain Agent’s Office a copy of each Assignment and Assumption Agreement and Lender Group Joinder Agreement delivered to it (or the Administrative Agent equivalent thereof in electronic form) and a register for the recordation of the names and addresses of the Funding Agents, Lenders, and the Commitments of the Committed Lenders of, and principal amounts (and stated interest) of the Loans and Letter of Credit Liability owing to, each Lender pursuant to this Section. Failure the terms hereof from time to make any such recordation, or any error in such recordation, shall not affect time (the Borrower’s obligation in respect of such Loans“Register”). The entries in the Register shall be conclusive, in the absence of conclusive absent manifest error, and the Borrowereach Borrower Party, Agents, the Administrative Agent, Swingline Lender, the Issuing Lenders Lender and the other Lenders shall treat each Person in whose name is recorded in the Register pursuant to the terms hereof as a Loan and the Note evidencing the same is registered Funding Agent or Lender hereunder, as the owner thereof case may be, for all purposes of this Credit Agreement. In addition, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement Administrative Agent shall not be effective until such assignment or other transfer is recorded maintain on the Register and, except to information regarding the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06designation, and prior to such recordation all amounts owing to the transferring Lender with respect to such Commitments, Loans and Notes shall remain owing to the transferring Lender. The registration revocation of assignment or other transfer of all or part designation of any Commitments, Loans and Notes for Committed Lender as a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to in Section 9.06(c)Defaulting Lender. The Register shall be available for inspection by each of the BorrowerBorrower Parties, any Agent, the Swingline Lender and each Issuing Lender any Lender, at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change Notwithstanding anything to the Loan Documents is pendingcontrary set forth in this Credit Agreement and for avoidance of doubt, any each Lender wishing Group with more than one Conduit Lender may, without the consent of the Borrower, assign to consult with other Lenders another Conduit Lender in connection therewith may request its Lender Group all or a portion of its rights and receive from obligations hereunder (including the outstanding Obligations and rights to payment of Principal Obligation and interest), as determined by the Administrative Agent a copy from time to time. Each such assignment shall be recorded on the books and records of the RegisterAdministrative Agent and the relevant Conduit Lenders, without the need to execute and deliver an Assignment and Acceptance Agreement. The Borrower may not replace any Lender pursuant to Section 2.08(b), unlessFor all purposes of this Credit Agreement and all related documents, with respect to any Notes held by each assignment under this paragraph the relevant Conduit Lender shall be deemed to have the benefit of, and be subject to the obligations imposed by, an executed, delivered, accepted and recorded Assignment and Acceptance Assignment relating to such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedassignment.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its non-fiduciary agent, solely for purposes of this Section 9.06(e)12.15 and such agency being solely for Tax purposes, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the names and addresses of the Lenders, and the Commitments from time to time of, and the principal amounts (and stated interest) of each Lender, the Term Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered Lenders pursuant to the Administrative Agent pursuant terms hereof from time to this Sectiontime. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Term Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Commitment of such Lender and the rights to the principal of, and interest on, any Term Loan made and any Note issued pursuant to this Agreement such Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitment and Term Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitment and Term Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Term Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment pursuant to Section 12.04(b), an Administrative Questionnaire completed in respect of the administrative assignee Lender (unless the assignee Lender shall already be a Lender hereunder), the appropriate IRS Forms, if applicable, the processing and recordation fee referred to in Section 9.06(c12.04(b), if applicable, and the consent of the Administrative Agent and, if required, the Borrower. Upon such acceptance and recordation, the assignee specified therein shall be treated as a Lender for all purposes of this Agreement. Coincident with the delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Term Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Term Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of any such 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 12.15 except to the extent incurred by reason of its gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final, non-appealable decision). The entries in the Register shall be conclusive absent manifest error. The Register shall be available for inspection by each of the Borrower, the Swingline Collateral Agent and any Lender and each Issuing Lender (with respect to its interest only), at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lender, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Loans of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b)Loan, unless, with respect to any Notes held by such Lenderor as soon thereafter as practicable, the requirements assigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. Borrower agrees to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of subsection 9.06(c) and whatsoever nature which may be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this subsection 9.06(e) have been satisfiedSection 13.17, except to the extent caused by the Administrative Agent’s own gross negligence or willful misconduct.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s agenttheir Administrative Agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of (and stated interest on) the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation Borrowers’ obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred Acceptance pursuant to in Section 9.06(c13.04(b). The Register Upon such acceptance and recordation, the assignee specified therein shall be available treated as a Lender for inspection by each all purposes of this Agreement. Coincident with the Borrower, the Swingline Lender delivery of such an Assignment and each Issuing Lender at any reasonable time and from time Acceptance to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan to the Borrowers, and thereupon one or more new Notes in the same aggregate principal amount shall be issued by the Borrowers to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower Borrowers agree to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.15.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s their agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent will record the Commitments from time to time of each Lenderof the Lenders, the Revolving Commitments and principal amount of Revolving Loans made and LC Obligations by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to Lender. Holdings, Lead Borrower, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Section. Failure to make any such recordation, or any error in such recordation, shall not affect Agreement (and the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of conclusive for such purposes absent manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement), notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of, and the principal (and interest) amounts of the Revolving Loans owing to, such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Revolving Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower may not replace registration of any Lender provision of Revolving Commitment Increases pursuant to Section 2.08(b)2.15 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Revolving Commitment Amendment. Coincident with the delivery of such Incremental Revolving Commitment Amendment for acceptance and registration of the provision of Revolving Commitment Increases, unlessas the case may be, or as soon thereafter as practicable, to the extent requested by any Lender of a Revolving Commitment Increase, Notes shall be issued, at the Borrowers’ expense, to such Lender to be in conformity with respect Section 2.04 (with appropriate modification) to any Notes held the extent needed to reflect Revolving Commitment Increases, and outstanding Revolving Loans made by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders (and stated interest thereon) and each repayment in respect of the principal or interest amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation Borrowers’ obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register Upon such acceptance and recordation, the assignee specified therein shall be available treated as a Lender for inspection by each all purposes of this Agreement. Coincident with the Borrower, the Swingline Lender delivery of such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower Borrowers jointly and severally agree to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 13.15. Upon the request of any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements Administrative Agent shall provide such Lender with the Revolving Loan Commitment and outstanding Loan amount of subsection 9.06(c) and this subsection 9.06(e) have such Lender as such information has been satisfiedrecorded in the Register.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s its non-fiduciary agent, solely for purposes of this Section 9.06(e)13.15 and such agency being solely for Tax purposes, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the names and addresses of the Lenders, and the Revolving Loan Commitments from time to time of, and the principal amounts (and stated interest) of each Lender, the Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered Lenders pursuant to the Administrative Agent pursuant terms hereof from time to this Sectiontime. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment pursuant to Section 13.04(b), an Administrative Questionnaire completed in respect of the administrative assignee Lender (unless the assignee Lender shall already be a Lender hereunder), the appropriate IRS Forms, if applicable, the processing and recordation fee referred to in Section 9.06(c13.04(b), if applicable, and the consent of the Administrative Agent and, if required, the Borrowers. Upon such acceptance and recordation, the assignee specified therein shall be treated as a Lender for all purposes of this Agreement. Coincident with the delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Revolving Loan Commitment or Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Revolving Loan Commitment or Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of any such Lender. The Borrowers agree 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 13.15, except to the extent incurred by reason of its gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final, non-appealable decision). The entries in the Register shall be conclusive absent manifest error. The Register shall be available for inspection by each of the BorrowerBorrowers, the Swingline Collateral Agent, and any Lender and each Issuing Lender (with respect to its interests only), at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Term Loans made by each Lender of the Lenders and each repayment in respect of the principal amount and interest amounts of the Term Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to Lender. Holdings, the Borrower, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Section. Failure to make any such recordation, or any error in such recordation, shall not affect Agreement (and the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusiveconclusive for such purposes, in the absence of absent manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement), notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of, and the principal (and interest) amounts of the Term Loans owing to, such Lender and the rights to the principal of, and interest on, any Term Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Term Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Term Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Term Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Term Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Term Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates Fiscal Agent, as agent of the Administrative Agent to serve as Issuer for the Borrower’s agentpurpose, solely for purposes of this Section 9.06(e), to (i) shall maintain a register of each Series of Securities issued in whole or in part in registered form for the registration of transfers of Securities of such Series. Upon presentation for the purpose of registration of transfer at the corporate trust office of the Fiscal Agent in the Borough of Manhattan, The City of New York (or such other location as may be specified in the “Register”terms of the Securities of such series) of any registered Security of such Series, accompanied by a written instrument of transfer in the form approved by the Issuer and the Fiscal Agent (it being understood that, until notice to the contrary is given to holders of Securities of a Series, the Issuer and the Fiscal Agent shall be deemed to have approved the form of instrument of transfer, if any, printed on which any definitive registered Security of such Series), executed by the Administrative Agent will record registered holder, in person or by such holder’s attorney thereunto duly authorized in writing, such Security shall be transferred upon the Commitments register for the Securities of such Series, and a new registered Security of such Series and of like tenor shall be authenticated and issued in the name of the transferee; provided, however, that registered Securities may be delivered for the purpose of registration of transfer by mail at the risk and expense of the transferor. Transfers and exchanges of Securities of a Series shall be subject to such restrictions as shall be set forth in the text of the Securities of such Series and such reasonable regulations as may be prescribed by the Issuer. Successive registrations and registrations of transfers as aforesaid may be made from time to time of each Lenderas desired, the Loans made by each Lender and each repayment in respect such registration shall be named on the Security register. No service charge shall be made for any registration, registration of transfer or exchange of the principal amount Securities of a Series unless otherwise provided by the provisions of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Section. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation in respect Securities of such Loans. The entries in the Register shall be conclusiveSeries, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register andbut, except to the extent as otherwise provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender herein with respect to such Commitmentsthe exchange of temporary securities for definitive securities, Loans the Fiscal Agent (and Notes shall remain owing any Transfer Agent or authenticating agent appointed pursuant to the transferring Lender. The registration Section 2 or 3 hereof, respectively) may require payment of assignment a sum sufficient to cover any stamp or other transfer of all tax or part of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to in Section 9.06(c). The Register shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders governmental charge in connection therewith may request and receive from any other amounts required to be paid by the Administrative Agent a copy provisions of the RegisterSecurities of such Series. The Borrower may not replace any Lender Any Transfer Agent appointed pursuant to Section 2.08(b), unless, 2 hereof shall provide to the Fiscal Agent such information as the Fiscal Agent may reasonably require in connection with respect to any Notes held the delivery by such Lender, Transfer Agent of Securities in exchange for other Securities. Neither the requirements Fiscal Agent nor any Transfer Agent shall be required to make registrations of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedtransfers or exchange of Securities of a Series during any periods set forth in the text of the Securities of such Series.

Register. The Each Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)12.16, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Revolving Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Revolving Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations any Borrower in respect of such Revolving Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Revolving Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and any Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time such an Assignment Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Revolving Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note evidencing such Revolving Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. Each 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 12.16 (but excluding any such losses, liabilities, claims, damages or expenses to the extent incurred by reason of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(bgross negligence or willful misconduct of the Administrative Agent (as determined by a court of competent jurisdiction in a final and non-appealable decision), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied).

Register. The Each Borrower hereby designates the Administrative Agent to serve as the such Borrower’s agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the respective Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note, if any, evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall, if requested, be issued to the assigning or transferor Lender and/or the new Lender. The Borrower may not replace registration of any Lender provision of Incremental Revolving Loan Commitments pursuant to Section 2.08(b)1.19 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Revolving Loan Commitment Agreement. Coincident with the delivery of such Incremental Revolving Loan Commitment Agreement for acceptance and registration of the provision of an Incremental Revolving Loan Commitment, unlessor as soon thereafter as practicable, with respect new Revolving Notes shall be issued to the respective Incremental RL Lender at the request of such Incremental RL Lender. Each Borrower jointly and severally agrees to indemnify the Administrative Agent from and against any Notes held and all losses, claims, damages and liabilities of whatsoever nature which may be imposed on, asserted against or incurred by such Lender, the requirements of subsection 9.06(c) and Administrative Agent in performing its duties under this subsection 9.06(e) have been satisfiedSection 13.15.

Register. The Each Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of of, and stated interest on, the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the any Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement pursuant to Section 13.04(b). Upon such acceptance and payment recordation, the assignee specified therein shall be treated as a Lender for all purposes of this Agreement. Coincident with the administrative fee referred delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in Section 9.06(c)the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of any such Lender. The Register shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender Borrower at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request The Register shall be available for a consent for a material or substantive change to the Loan Documents is pending, inspection by any Lender wishing to consult with other Lenders in connection therewith may request and receive from at the office of the Administrative Agent a copy of the Register. The Borrower may not replace at any Lender pursuant reasonable time and from time to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedtime upon reasonable prior notice.

Register. The Borrower hereby designates the Administrative Agent to serve as -------- the Borrower’s 's agent, solely for purposes of this Section 9.06(e)7.12, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Banks, the Loans made by each Lender of the Banks and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionBank. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any LenderBank, the assignment or other transfer of the Revolving Loan Commitments of such Lender Bank and the rights to the principal of, and interest on, any Revolving Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitments and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register Coincident with the delivery of such an Assignment and Assumption Agreement to the Agent for acceptance and registration of assignment or transfer of all or part of a Revolving Loan, or as soon thereafter as practicable, the assigning or transferor Bank shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change issued to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from assigning or transferor Bank and/or the Administrative Agent a copy of the Registernew Bank. The Borrower agrees to indemnify the Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied7.12.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s 's agent, solely for the purposes of this Section 9.06(e)10.11, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLenders. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c10.06(b). The Register Coincident with the delivery of such an Assignment and Assumption Agreement to the Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change issued to the Loan Documents is pending, any assigning or transferor Lender wishing to consult with other Lenders in connection therewith may request and receive from and/or the Administrative Agent a copy of the Registernew Lender. The Borrower agrees to indemnify the Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant be imposed on, asserted against or incurred by the Agent in performing its duties under this Section 10.11 except to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements extent of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedthe Agent's gross negligence or willful misconduct.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s their agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent will record the Commitments from time to time of each Lenderof the Lenders, the Revolving Commitments and principal amount of Revolving Loans made and LC Obligations by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to Lender. Holdings, the Lead Borrower, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Section. Failure to make any such recordation, or any error in such recordation, shall not affect Agreement (and the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof conclusive for all purposes of this Agreementsuch purposes), notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of, and the principal (and interest) amounts of the Revolving Loans owing to, such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Revolving Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower may not replace registration of any Lender provision of Revolving Commitment Increases pursuant to Section 2.08(b)2.15 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Revolving Commitment Agreement. Coincident with the delivery of such Incremental Revolving Commitment Agreement for acceptance and registration of the provision of Revolving Commitment Increases, unlessas the case may be, or as soon thereafter as practicable, to the extent requested by any Lender of a Revolving Commitment Increase, Notes shall be issued, at the Borrowers’ expense, to such Lender to be in conformity with respect Section 2.04 (with appropriate modification) to any Notes held the extent needed to reflect Revolving Commitment Increases, and outstanding Revolving Loans made by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Each Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)14.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Revolving Loans and Term Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Revolving Loans and Term Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the any Borrower’s obligation obligations in respect of such Revolving Loans or Term Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Revolving Loan or Term Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register andmaintained by the Administrative Agent with respect to ownership of such Commitments, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, Revolving Loans and Term Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loans and Notes Term Loans shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loans and Notes for a Lender Term Loans shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c14.03(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Revolving Loan or Term Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Revolving Note or Term Note evidencing such Revolving Loan or Term Loan, and thereupon one or more new Revolving Notes or Term Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. The U.S. 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 14.15, provided that the U.S. Borrower shall have no obligation to indemnify the Administrative Agent for any loss, claim, damage, liability or expense which resulted solely from the gross negligence or willful misconduct of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedAdministrative Agent.

Register. The Each Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)12.16, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations of the Parent Borrower in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and any Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time such an Assignment Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. Each 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 12.16 (but excluding any such losses, liabilities, claims, damages or expenses to the extent incurred by reason of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(bgross negligence or willful misconduct of the Administrative Agent (as determined by a court of competent jurisdiction in a final and non-appealable decision), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied).

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)11.16, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c11.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 11.16, except to Section 2.08(b)the extent caused by the Administrative Agent’s own gross negligence, unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedwillful misconduct or unlawful acts.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)12.16, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lender, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount (and stated interest) of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender with respect to such Commitments, Loans and Notes shall remain owing to the transferring Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register Coincident with the delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be available issued to the assigning or transferor Lender and/or the new 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 12.16, except to the extent caused by the Administrative Agent’s own gross negligence or willful misconduct. Each Lender that sells a participation shall, acting solely for inspection by each this purpose as a non-fiduciary agent of the Borrower, maintain a register on which it enters the Swingline name and address of each participant and the principal and interest amounts of each participant’s interest in the Loans and the obligations thereunder (the “Participant Register”); provided that no Lender and each Issuing Lender at shall have any reasonable time and from time obligation to time upon reasonable prior notice. In additiondisclose all or any portion of the Participant Register (including the identity of any participant or any information relating to a participant’s interest in any commitments, at loans, letters of credit or its other obligations under any time that a request for a consent for a material or substantive change Credit Document) to any Person except to the Loan Documents extent that such disclosure is pendingnecessary to establish that such commitment, any Lender wishing to consult with loan, letter of credit or other Lenders obligation is in connection therewith may request and receive from registered form under Section 5f.103-1(c) of the United States Treasury Regulations. The entries in the Participant Register shall be conclusive absent manifest error. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a copy of the Participant Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderrecord, the Loans made by each Lender of the Lenders, the amount of any principal or interest due and payable with respect to such Loans and each repayment in respect of the principal amount amount, and related interest amounts of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Loans of such any Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, the Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register Coincident with the delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be available for inspection by each of issued to the Borrower, assigning or transferor Lender and/or the Swingline Lender and each Issuing new Lender at the request of any reasonable time such Lender. Each of Magellan and the Borrower agrees to indemnify the Administrative Agent from time 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 13.15 except to time upon reasonable prior noticethe extent resulting from the Administrative Agent’s gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final and non-appealable decision). In addition, at any time that a the Borrower shall have the right, upon its written request for a consent for a material or substantive change to the Loan Documents is pendingAdministrative Agent, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent review a copy of the Register. The Borrower may not replace Register at any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedreasonable time.

Register. The Borrower hereby designates Depositary or its agent shall maintain at an office which may, but need not, be the Administrative Agent to serve as the BorrowerDepositary’s agent, solely for purposes of this Section 9.06(e), to registered office: (ia) maintain a register (the “Register”) on for the registration, registration of transfer, combination and split up of Depositary Receipts, which at reasonable times shall be open for inspection by Holders for the Administrative Agent will record purpose of communicating with Holders in the Commitments interest of the business of the Company or a matter relating to the Deposit Agreement; and (b) facilities for the delivery and receipt of Depositary Receipts. Subject to the immediately preceding sentence, the Depositary may close the Register at any time or from time to time when deemed expedient by it. COMMERCIAL IN CONFIDENCE Title to Depositary Receipts and validity Title to the Depositary Receipts shall be evidenced by entry in the Register. This Certificate evidences the Holder’s entitlement to the Depositary Receipts. Title to these Depositary Receipts may be transferred by the Holder providing the Depositary with a duly executed stock transfer form setting out the person to whom a specified number of each Lenderthe Depositary Receipts will be transferred and the Certificates therefor and such other requirements as set forth in the Deposit Agreement. Charges, obligations, representations and warranties By holding a Depositary Receipt or an interest therein, Holders are confirming that they have read, and are in agreement with, the Loans made by each Lender provisions, terms and each repayment obligations set forth in the Deposit Agreement and that the Deposit Agreement shall govern the rights of the Holder in respect of the principal amount Depositary Receipts and the Deposited Property and the obligations and liability of the Loans of each Lender and to (ii) retain a copy the Depositary, including, without limitation, the indemnification obligations of each Assignment Holders, the limitations on Holder rights against the Depositary, the possibility that the Holder will be deemed to have taken certain actions or provided certain instructions under the Deposit Agreement, the representations and Assumption Agreement delivered warranties given and to the Administrative Agent pursuant to this Section. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, given by Holders and the Borrowerfees, the Administrative Agentcharges, Swingline Lendertaxes, the Issuing Lenders duties and the other Lenders shall treat each Person in whose name expenses payable by a Loan Holder. Each person depositing Company Securities and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect whom Depositary Receipts are to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note be issued pursuant to this the Deposit Agreement and each Holder shall not be effective until bound and required to give such assignment or other transfer is recorded on the Register and, except warranties and certifications to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, Depositary as the Depositary may reasonably require. Each person depositing Company Securities and prior to such recordation all amounts owing whom Depositary Receipts are to be issued pursuant to the transferring Lender Deposit Agreement and each Holder shall be taken to warrant that Company Securities which are transferred or issued to the Custodian with respect to which Depositary Receipts are to be issued or are so issued are duly authorized, validly issued and outstanding, fully paid up, non-assessable and legally obtained by the person depositing such Company Securities and the person to whom Depositary Receipts are to be issued, all pre-emptive and comparable rights, if any, with respect to such CommitmentsCompany Securities have been validly waived or exercised, Loans such person is duly authorized to deposit such Company Securities under the Deposit Agreement, such Company Securities are being transferred or, as the case may be, issued free and Notes shall remain owing clear of all liens, charges, encumbrances, security interests, adverse claims or other third party interests, that such transfers or, as the case may be, such issues of Company Securities to the transferring Lender. The registration Custodian are not in contravention of assignment the Articles of Association of the Company or of any contractual obligation binding on such person or the person making the transfer or of any applicable law or regulation or order binding on or affecting such person or the person making the transfer, and to the extent such person is an “affiliate” of the Company as such term is defined in Rule 144 under the Securities Act, that at the time of any transfer, sale or other disposition of the Depositary Receipts representing such Company Securities (i) the Company Securities will be duly registered pursuant to an effective registration statement under the Securities Act or (ii) all of the provisions of Rule 144 under the Securities Act which enable the Company Securities to be freely sold (in the form of Depositary Receipts) will be fully complied with and, in either case, all of the Depositary Receipts representing such Company Securities will not be COMMERCIAL IN CONFIDENCE “restricted securities” as defined in Rule 144 upon the sale thereof, and such person, and the person making such transfer shall indemnify the Depositary on demand by way of all continuing indemnity from and against any Losses which it may suffer or part incur by reason of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent breach of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to in Section 9.06(c). The Register shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedrepresentation and/or warranty.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its non-fiduciary agent, solely for purposes of this Section 9.06(e)12.14, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time the name and address of each Lender, the Loans made by each Lender and each repayment in respect of the principal amount amounts of the Loans and any other obligations under the Loan Documents, and the amounts of stated interest due thereon, owing to each Lender pursuant the terms hereof and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Sectionany Note. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in Loans or other obligations under the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contraryDocuments. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made Loans and any Note issued pursuant other obligations under the Loan Documents owing to this Agreement such Lender shall not be effective until such assignment or other transfer is recorded on the Register and, except to maintained by the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, Administrative Agent and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Loans and Notes other obligations under the Loan Documents shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender or other obligations under the Loan Documents shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement pursuant to Section 12.04. Upon such acceptance and payment recordation, the assignee specified therein shall be treated as a Lender for all purposes of this Agreement. Coincident with the delivery of such an Assignment and Assumption to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assignee or transferee Lender at the request of any such Lender. Borrower agrees to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature that may be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 12.14 to the same extent that the Administrative Agent is otherwise indemnified pursuant to Section 12.01. The Register is intended to cause each Loan and other obligation hereunder to be in registered form within the meaning of Section 5f.103-1(c) of the administrative fee referred to in Section 9.06(cUnited States Treasury Regulations and within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the Code. The Register shall be available for inspection by each of the BorrowerBorrower and any Lender, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time provided that a request for a consent for a material or substantive change to the Loan Documents information contained in the Register that is pending, any shared with each Lender wishing to consult with (other Lenders in connection therewith may request and receive from than the Administrative Agent a copy of and its affiliates) shall be limited to the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, entries with respect to any Notes held by such Lender including the principal amount of and stated interest on the Loans owing to such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve Paying Agent, acting for this purpose as an agent of the Borrower’s agent, solely shall maintain at its address for purposes of this notices referred to at Section 9.06(e), to (i) maintain 11.6 [Notices] a register (the “Register”) on and an account for each Lender in which the Administrative Paying Agent will record the Commitments from time to time of each Lender, the Loans made by each Lender names and each repayment in respect addresses of the Lenders and the Commitments of, and principal amount of the Loans of owing to, each Lender and from time to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Section. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation in respect of such Loanstime. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders Paying Agent and the other Lenders shall treat each Person in whose name a Loan and is recorded in the Note evidencing the same is registered Register as the owner thereof of the Commitments and the Loans recorded therein for all purposes of this Agreement; provided, notwithstanding notice however that the failure of the Paying Agent to maintain the Register or an account for any provision herein Lender shall not in any manner affect the obligation of the Borrower to repay (with applicable interest) the Loans made to the contraryBorrower by such Lender in accordance with the terms of this Agreement. With An assignment of any Loan shall be effective only upon appropriate entries with respect to any Lender, thereto being made in the Register. Any assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender with respect to such Commitments, Loans and Notes shall remain owing to the transferring Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender Loan evidenced by a Note shall be recorded by the Administrative Agent registered on the Register only upon surrender for registration of assignment or transfer of the acceptance Note evidencing such Loan, accompanied by a duly executed Assignment and Assumption Agreement, and thereupon one or more new Notes in the same aggregate principal amount shall be issued by the Administrative Borrower in the appropriate amount(s) to the designated assignee and the assigning Lender, if such Lender retains any portion of its Loans, and the old Notes shall be returned by the Paying Agent to the Borrower marked “replaced.” The Paying Agent shall maintain a copy of a properly executed and delivered each Assignment and Assumption Agreement and payment delivered to it as part of the administrative fee referred to in Section 9.06(c)Register. The Register shall be available for inspection by each of the Borrower, and the Swingline Lender Lenders and each Issuing Lender their representatives (including counsel and accountants), at any reasonable time and from time to time upon reasonable prior notice. In additionUpon its receipt of a duly completed Assignment and Assumption Agreement executed by an assigning Lender and an assignee and meeting the requirements set forth in Section 11.11 [Successors and Assigns; Joinder of New Lenders] hereof, at any time that a request for a consent for a material or substantive change the Paying Agent shall (i) accept such Assignment and Assumption Agreement, (ii) record the information contained therein in the Register, and (iii) give prompt notice thereof to the Loan Documents is pendingLenders. Notwithstanding anything to the contrary contained herein, any Lender wishing to consult with other Lenders no assignment under Section 11.11 shall be effective unless and until the Paying Agent shall have recorded such assignment in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender Paying Agent shall record the name of the transferor, the name of the transferee, and the amount of the transfer in the of all documents required pursuant to Section 2.08(b), unless, with respect to any Notes held by 11.11 and such Lender, other documents as the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedPaying Agent may reasonably request.

Register. The Borrower hereby designates the Administrative Agent Company shall cause to serve be kept st its principal business office as the Borrower’s agent, solely for purposes of this Section 9.06(e), to (i) maintain a register (the “Register”) on which the Administrative Agent will record the Commitments maintained from time to time at San Diego (or at the location within the United States of each Lender, the Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Section. Failure to make any such recordation, or any error in such recordation, America at which Company shall not affect the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender with respect to such Commitments, Loans and Notes shall remain owing to the transferring Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to in Section 9.06(c). The Register shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time maintain a business office) a register. The register so maintained by Company is referred to herein as the "Register" in which, pursuant to such reasonable regulations as Company may from time to time prescribe, Company shall provide for the registration of Debentures and for the transfer of registered Debentures. Upon surrender for registration of transfer of the Debenture at the principal office of the Company, the Company shall execute and deliver, in the name of the designated transferee or transferees, one or more registered Debentures of any authorized denomination and of like aggregate principal amount. Authorized denominations shall comprise U.S.$1,000 or any multiple thereof. At the option of the Holder, registered Debentures may be exchanged for other registered Debentures of any authorized denominations and of a like aggregate principal amount, upon reasonable prior noticesurrender of the Debentures to be exchanged at the principal business office of the Company. In additionAll Debentures issued upon any registration of transfer or exchange of Debentures shall be valid obligations of the Company, at evidencing the same debt, and entitled to the same benefits, as the Debentures surrendered upon such registration of transfer or exchange. Every Debenture presented or surrendered for registration of transfer or for exchange shall be duly endorsed, or be accompanied by a written instrument of transfer in form satisfactory to the Company duly executed by the Holder thereof or his attorney duly authorized in writing. No service charge shall be made for any time registration of transfer or exchange of the Debentures, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that a request may be imposed in connection with any registration of transfer or exchange of the Debenture. The Company shall not be required (i) to register the transfer of or exchange Debentures for a consent period of 15 days immediately preceding the date notice is given identifying the Debentures called for a material redemption, or substantive change (ii) to register the Loan Documents is pendingtransfer of or exchange of any registered Debenture, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Registeror portion 45 thereof, called for redemption. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements registered Holder of subsection 9.06(c) and this subsection 9.06(e) have been satisfieda Debenture shall be treated as its owner for all purposes.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s Borrowers' agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation Borrowers' obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Revolving Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Revolving Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note evidencing such Revolving Loan, and thereupon one or more new Revolving Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. The Borrowers jointly and severally agree 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 13.17, provided that the Borrowers shall have no obligation to indemnify the Administrative Agent for any loss, claim, damage, liability or expense which resulted primarily from the gross negligence or willful misconduct of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(bAdministrative Agent (as determined by a court of competent jurisdiction in a final and non-appealable decision), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Each Borrower hereby designates the relevant Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders, the amount of any principal or interest due and payable with respect to such Loans and each repayment in respect of the principal amount amount, and related interest amounts of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation Borrowers’ obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and for Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower Borrowers jointly and severally agree to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.15.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)13.16, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and prior Loans. Prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 13.16, except to Section 2.08(b), unless, with respect to any Notes held the extent caused by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedAdministrative Agent’s own gross negligence or willful misconduct.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, and the Administrative Agent hereby accepts such designation, solely for purposes the purpose of this Section 9.06(e)Section, to (i) maintain a register (the “Register”) on which the Administrative Agent will record the Commitments from time to time of each Lender’s Commitment, the Loans made by each Lender and the Notes evidencing such Loans, and each repayment in respect of the principal amount of the Loans of each Lender and annexed to (ii) which the Administrative Agent shall retain a copy of each Lender Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Section. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation or any other Obligor’s Obligations in respect of such LoansLoans or Notes. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders Agent and the other Lenders shall treat each Person in whose name a Loan and the related Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any A Lender, the assignment or other transfer of the Commitments of such Lender ’s Commitment and the rights to Loans made pursuant thereto and the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not Notes evidencing such Loans may be effective until assigned or otherwise transferred in whole or in part only by registration of such assignment or other transfer is recorded on in the Register and, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender with respect to such Commitments, Loans and Notes shall remain owing to the transferring LenderRegister. The registration of Any assignment or other transfer of all a Lender’s Commitment or part of any Commitments, the Loans and or the Notes for a Lender evidencing such Loans made pursuant thereto shall be recorded by the Administrative Agent on registered in the Register only upon the acceptance by delivery to the Administrative Agent of a properly Lender Assignment Agreement duly executed and delivered Assignment and Assumption Agreement and payment by the assignor thereof. No assignment or transfer of a Lender’s Commitment or Loans or the administrative fee referred to in Section 9.06(c). The Register Notes evidencing such Loans shall be available for inspection effective unless such assignment or transfer shall have been recorded in the Register by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of as provided in this Section. No Lender Assignment Agreement shall be effective until recorded in the Register. The Borrower may not replace Upon its receipt of a Lender Assignment Agreement duly executed by the assigning Lender, the Assignee Lender and any Lender other Person whose consent or acknowledgement is required pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender11.11.1, the requirements of subsection 9.06(cAdministrative Agent shall promptly (i) accept such Lender Assignment Agreement and this subsection 9.06(e(ii) have been satisfiedrecord the information contained therein in the Register.

Register. The Borrower hereby designates the Administrative Agent to serve as the a non-fiduciary agent of Borrower’s agent, solely for purposes of this Section 9.06(e)9.4, to (i) maintain at one of its offices a register for the recordation of the names and addresses of each Lender, and the principal amount (and stated interest) of the Loans (or portions thereof) owing to and/or Future Advances to be funded by, each Lender pursuant to the terms hereof from time to time and each repayment with respect to the principal amount of the Loan of each Lender (the “Register”) on which the Administrative Agent will record the Commitments from time to time of each Lender, the Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Section). Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s, Administrative Agent’s obligation or any Lender’s obligations in respect of the Loan. Without limiting the terms and provisions of Section 9.1 hereof, no assignment, sale, negotiation, pledge, hypothecation or other transfer of any part of any Lender’s interest in and to the Loan shall be effective until such LoansLender shall have provided Administrative Agent with written notice of such transfer and Administrative Agent shall have registered such assignee’s name and address in the Register. The entries in the Register shall be conclusive, in the absence of conclusive absent manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders Agent and the other Lenders each Lender shall treat each Person in whose name is recorded in the Register pursuant to the terms hereof as a Loan and the Note evidencing the same is registered as the owner thereof Lender hereunder for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender with respect to such Commitments, Loans and Notes shall remain owing to the transferring Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to in Section 9.06(c). The Register shall be available for inspection by each of the BorrowerBorrower and any Lender, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In additionAdministrative Agent hereby agrees to indemnify Borrower and to hold Borrower harmless from any actions, at any time that suits, claims, demands, liabilities, losses, damages, obligations and actual costs and expenses which Borrower sustains or incurs as a request for a consent for a material or substantive change consequence of Administrative Agent maintaining the Register, except to the Loan Documents extent such loss or expense is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held caused by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedBorrower’s fraud or willful misconduct.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register (the “Register”"REGISTER") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments any Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitment and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Commitment and/or Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Commitment and/or Loan, if any, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender, if requested by such assigning or transferor Lender and/or such new Lender. The Borrower shall indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.17.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)13.16, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 13.16, except to Section 2.08(b), unless, with respect to any Notes held the extent caused by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedAdministrative Agent’s own gross negligence or willful misconduct.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e9.17 (Register), to (i) maintain a register (the “Register”) on which the Administrative Agent will it shall record the Commitments from time to time of each Lenderthe Lenders, the Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLenders. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline With respect to each Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment pursuant to Section 9.04 (Benefit of the administrative fee referred to in Section 9.06(cAgreement). The Register Coincident with the delivery of such an Assignment Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender its Notes and thereupon one or more new Notes in the same aggregate principal amount shall be available issued to the assigning or transferor Lender and/or the new Lender. The Borrower, the Administrative Agent and the Lenders may treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for inspection by each all purposes of this Agreement, notwithstanding notice to the contrary. Upon the written request of the Borrower, the Swingline Lender and each Issuing Lender Administrative Agent shall at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that the expense of the Borrower make the Register or a request for a consent for a material or substantive change photocopy thereof available to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedBorrower.

Register. The Borrower Each of the Borrowers hereby designates the Administrative Agent, and the Administrative Agent agrees, to serve as the such Borrower’s agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register at one of its offices in New York, New York (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the each Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior ownership of such Commitments and/or Loans. Prior to such recordation recordation, all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and/or Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of an assignment or other transfer of all or part of any Commitments, Commitments and/or Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and the registration of assignment or transfer of all or part of a copy of Commitment and/or Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender any Note evidencing such Commitment and/or Loan and such Note shall be marked “cancelled”, and one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or, if requested thereby, the new Lender. The Borrower may not replace registration of any Lender provision of Incremental Term Loan Commitments pursuant to Section 2.08(b)2.15 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Term Loan Commitment Agreement. Coincident with the delivery of such Incremental Term Loan Commitment Agreement for acceptance and registration of the provision of an Incremental Term Loan Commitment, unlessor as soon thereafter as practicable, with respect to any Notes held the extent requested by such Incremental Term Loan Lenders and Incremental Term Notes shall be issued, at the respective Borrower’s expense, to such Incremental Term Loan Lenders, to be in conformity with Section 2.05 (with appropriate modification) to the extent needed to reflect the Incremental Term Loan Commitments and outstanding Incremental Term Loans made by such Incremental Term Loan Lender. Each Borrower agrees to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature that may be imposed on, asserted against or incurred by the requirements Administrative Agent in performing its duties under this Section 13.17 in respect of subsection 9.06(c) the Loans and this subsection 9.06(e) have been satisfiedCommitments made to such Borrower.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)14.17, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of an assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c14.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 14.17, except to Section 2.08(b), unless, with respect to any Notes held the extent caused by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedAdministrative Agent’s own gross negligence or willful misconduct.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its non fiduciary agent, solely for purposes of this Section 9.06(e)12.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time the name and address of each Lender, the Loans made by each Lender and each repayment in respect of Commitments, the principal amount amounts of the Loans and any other obligations under the Loan Documents, and the amounts of stated interest due thereon, owing to each Lender pursuant the terms hereof and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Sectionany Note. Failure to make any such recordation, or any error in such recordation, shall not affect the ‘Borrower’s obligation obligations in respect of such Loans. The entries in Loans or other obligations under the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contraryDocuments. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made Loans and any Note issued pursuant other obligations under the Loan Documents owing to this Agreement such Lender shall not be effective until such assignment or other transfer is recorded on the Register and, except to maintained by the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, Administrative Agent and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes other obligations under the Loan Documents shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender or other obligations under the Loan Documents shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement pursuant to Section 12.04. Upon such acceptance and payment recordation, the assignee specified therein shall be treated as a Lender for all purposes of this Agreement. Coincident with the administrative fee referred delivery of such an Assignment and Assumption to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assignee or transferee Lender at the request of any such 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 9.06(c)12.15 to the same extent that the Administrative Agent is otherwise indemnified pursuant to Section 12.01. The Register shall be available for inspection by each of the BorrowerBorrower and any Lender, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time provided that a request for a consent for a material or substantive change to the Loan Documents information contained in the Register which is pending, any shared with each Lender wishing to consult with (other Lenders in connection therewith may request and receive from than the Administrative Agent a copy of and its affiliates) shall be limited to the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, entries with respect to any Notes held by such Lender including the Commitment of, or principal amount of and stated interest on the Loans owing to such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent Security Trustee to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e9.8(d), to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments registered holder of the Notes of each Series and the registration of transfers of Notes of each Series made pursuant to and in accordance with Section 9.8(c). The Register shall be available for inspection by the Borrower or any Lender at any reasonable time and from time to time upon reasonable prior notice, and the Security Trustee shall, reasonably promptly after (a) any person becomes a Lender after the date hereof and (b) any Lender alters or modifies its name or address, notify the Borrower of each Lender, and deliver to the Loans made by each Lender and each repayment in respect Borrower a written update of the principal amount names and addresses of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Sectionall Lenders. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence Loan Amount of manifest error, and the Borrower, the Administrative Agent, Swingline any Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Commitment of such Lender and the rights to the principal of, and interest on, any the Loan Amount made and any Note issued pursuant to this Agreement such Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Security Trustee with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitment and Loan Amount and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Loans Commitment and Notes Loan Amount shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Loans the Commitment and Notes for a Lender the Loan Amount shall be recorded by the Administrative Agent Security Trustee on the Register only upon the acceptance by the Administrative Agent Security Trustee of a properly executed and delivered Assignment Transfer Supplement. Coincident with the delivery of such a Transfer Supplement to the Security Trustee for acceptance and Assumption Agreement registration of assignment or transfer of all or part of a Loan Amount, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Notes evidencing such Loan Amount, and payment thereupon one or more new Notes of the administrative fee referred to same series of Notes in Section 9.06(c). The Register the same aggregate principal amount shall be available for inspection issued by each of the BorrowerBorrower to the assigning or transferor Lender and/or the new Lender, as appropriate to reflect such assignment. Such new Notes shall be authenticated by the Security Trustee. By execution and delivery hereof, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may Borrower request and receive from directs the Administrative Agent a copy of Security Trustee to authenticate and deliver the Register. The Borrower may not replace any Lender pursuant Notes to Section 2.08(b), unless, with respect be issued hereunder and the Security Trustee agrees to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfieddo so.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)12.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register Upon such acceptance and recordation, the assignee specified therein shall be available treated as a Lender for inspection by each all purposes of this Agreement. Coincident with the Borrower, the Swingline Lender delivery of such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such 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 not replace any Lender pursuant be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 12.15 except to Section 2.08(b)the extent caused by the Administrative Agent’s gross negligence, unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedbad faith or willful misconduct.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)11.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders (including any increases to the principal amounts thereof as a result of payment of PIK Interest), the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c11.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied11.15.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Term Loan Commitments from time to time of each Lenderof the Lenders, the Term Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Term Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Term Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Term Loan Commitments of such Lender and the rights to the principal of, and interest on, any Term Loan made and any Note issued pursuant to this Agreement such Term Loan Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Term Loan Commitments and Term Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Term Loan Commitments and Term Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Term Loan Commitments and Term Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Term Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Term Note (if any) evidencing such Term Loan, and thereupon one or more new Term Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.17.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.12, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of of, or stated interest on, the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement pursuant to Section 13.04(b). Upon such acceptance and payment recordation, the assignee specified therein shall be treated as a Lender for all purposes of this Agreement. Coincident with the administrative fee referred delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in Section 9.06(c)the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of any such Lender. The Register shall be available for inspection by each the Borrower or any Lender (solely with regards to Commitments or Loans of the Borrower, the Swingline Lender and each Issuing Lender such Lender) at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent, and the Administrative Agent agrees, to serve as the Borrower’s Borrowers' agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register at one of its offices in New York, New York (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation Borrowers' obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and ownership of such Commitments and/or Loans prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and/or Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of an assignment or other transfer of all or part of any Commitments, Commitments and/or Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Commitment and/or Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Commitment and/or Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. The Borrower Borrowers agree to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature that may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.17.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e)13.16, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender Lender. The entries in the Register shall be conclusive and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Sectionbinding for all purposes, absent manifest error. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.16.

Register. The Borrower hereby designates the Administrative Agent Company shall cause to serve be kept st its principal business office as the Borrower’s agent, solely for purposes of this Section 9.06(e), to (i) maintain a register (the “Register”) on which the Administrative Agent will record the Commitments maintained from time to time at San Diego (or at the location within the United States of each Lender, the Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Section. Failure to make any such recordation, or any error in such recordation, America at which Company shall not affect the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender with respect to such Commitments, Loans and Notes shall remain owing to the transferring Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to in Section 9.06(c). The Register shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time maintain a business office) a register. The register so maintained by Company is referred to herein as the "Register" in which, pursuant to such reasonable regulations as Company may from time to time prescribe, Company shall provide for the registration of Debentures and for the transfer of registered Debentures. Upon surrender for registration of transfer of the Debenture at the principal office of the Company, the Company shall execute and deliver, in the name of the designated transferee or transferees, one or more registered Debentures of any authorized denomination and of like aggregate principal amount. Authorized denominations shall comprise U.S.$1,000 or any multiple thereof. At the option of the Holder, registered Debentures may be exchanged for other registered Debentures of any authorized denominations and of a like aggregate principal amount, upon reasonable prior noticesurrender of the Debentures to be exchanged at the principal business office of the Company. In additionAll Debentures issued upon any registration of transfer or exchange of Debentures shall be valid obligations of the Company, at evidencing the same debt, and entitled to the same benefits, as the Debentures surrendered upon such registration of transfer or exchange. Every Debenture presented or surrendered for registration of transfer or for exchange shall be duly endorsed, or be accompanied by a written instrument of transfer in form satisfactory to the Company duly executed by the Holder thereof or his attorney duly authorized in writing. No service charge shall be made for any time registration of transfer or exchange of the Debentures, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that a request may be imposed in connection with any registration of transfer or exchange of the Debenture. The Company shall not be required (i) to register the transfer of or exchange Debentures for a consent period of 15 days immediately preceding the date notice is given identifying the Debentures called for a material redemption, or substantive change (ii) to register the Loan Documents is pendingtransfer of or exchange of any registered Debenture, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Registeror portion 37 thereof, called for redemption. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements registered Holder of subsection 9.06(c) and this subsection 9.06(e) have been satisfieda Debenture shall be treated as its owner for all purposes.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e)9.16, to (i) maintain a register (the “"Register”") on which the Administrative Agent will it shall record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender. A Lender and to may also request that its Voting Percentage be divided on a pro rata basis into two (iior more) retain a copy of each Assignment and Assumption Agreement portions by written notice delivered to the Administrative Agent, in which case the Administrative Agent pursuant shall record the respective portions of such Lender's Voting Percentage in the Register; provided, however, that in the event that a Lender votes any portion of its Voting Percentage against any proposal requiring the Lenders' consent hereunder, the Borrower shall be entitled to this Sectiontreat such Lender as a non-consenting Lender for all purposes hereunder, including Section 9.12 hereof, for so long as any portion of such Lender's Voting Percentage remains in opposition to such proposal. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments (other than in the case of any transfer by a Lender that is a CP Conduit to its CP Conduit Committed Lenders or Liquidity Provider) shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for (other than in the case of any transfer by a Lender that is a CP Conduit to its CP Conduit Committed Lenders or Liquidity Provider) shall be recorded by the Administrative Agent on the Register only upon the receipt and acceptance by the Administrative Agent of (i) a properly executed and delivered Assignment Agreement pursuant to Section 9.4(b) and Assumption Agreement (ii) the assigning or transferor Lender's Lender Notes (if any) whereupon one or more new Lender Notes (upon request) in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender and payment the old Lender Notes shall be returned to the Borrower marked "canceled". Subject to the third sentence of this Section 9.16, the administrative fee referred entries in the Register shall be conclusive in the absence of manifest error and the Borrower, the Insurer, the Administrative Agent and the Lenders may treat each Person whose name is recorded in the Register pursuant to in Section 9.06(c)the terms hereof as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by each of the Borrower, the Swingline Lender Insurer (so long as the Senior Facility Insurance Policy is in effect) and each Issuing Lender any Lender, at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation Borrowers’ obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) (or deliver an affidavit of loss thereof and customary loss note indemnification agreement in favor of the Register. The Borrower may not replace Credit Parties) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)14.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Lenders, the Revolving Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Revolving Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Revolving Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Revolving Loan Commitments of such Lender and the rights to the principal of, and interest on, any Revolving Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitments and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c14.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Revolving Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Revolving Note (if any) evidencing such Revolving Loan, and thereupon one or more new Revolving Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied14.15.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e), to (i) maintain The Revolving and LC Administrative Agent, acting solely for this purpose as a register (the “Register”) on which the Administrative Agent will record the Commitments from time to time of each Lender, the Loans made by each Lender and each repayment in respect non-fiduciary agent of the principal amount of the Loans of each Lender and Borrowers, shall maintain at its address referred to (ii) retain in Section 11.8 a copy of each Assignment and Assumption Agreement Acceptance delivered to it and a register for the Administrative Agent recordation of the names and addresses of the Revolving Lenders or LC Lenders, as applicable, and Revolving Issuers, Cash Secured LC Issuers or LC Facility Issuers, as applicable, and the Revolving Commitments or LC Facility Commitments, as applicable, of, and principal amounts of (and stated interest on) the Revolving Loans and Reimbursement Obligations owing to, each Revolving Lender or LC Lender, as applicable, and Revolving Issuer, LC Facility Issuer or Cash Secured LC Issuer, as applicable, pursuant to this Section. Failure the terms hereof from time to make any such recordation, or any error in such recordation, shall not affect time (the Borrower’s obligation in respect of such Loans“Revolving and LC Register”). The entries in the Revolving and LC Register shall be conclusive, in the absence of conclusive absent manifest error, and the BorrowerBorrowers, the Revolving and LC Administrative Agent, Swingline LenderRevolving Lenders, LC Lenders, Revolving Issuers, the Issuing Lenders Cash Secured LC Issuers and the other Lenders LC Facility Issuers, shall treat each Person in whose name is recorded in the Revolving and LC Register pursuant to the terms hereof as a Loan and the Note evidencing the same is registered Revolving Lender or LC Lender, as the owner thereof applicable, hereunder for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any LenderIn addition, the assignment or other transfer of Revolving and LC Administrative Agent shall maintain on the Commitments of such Lender Revolving and LC Register information regarding the rights to the principal ofdesignation, and interest onrevocation of designation, of any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment Revolving Lender or other transfer is recorded on the Register and, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring LC Lender with respect to such Commitments, Loans and Notes shall remain owing to the transferring as a Defaulting Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans Revolving and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to in Section 9.06(c). The LC Register shall be available for inspection by each of the BorrowerBorrowers, the Swingline Revolving Issuers, the Cash Secured LC Issuers or LC Facility Issuers, as applicable, and any Revolving Lender and each Issuing Lender or LC Lender, as applicable, at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)12.16, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments Individual Exposure from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount (and stated interest) of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Individual Exposure of such Lender and the rights to the principal of, and interest on, reimbursement for any Loan made and Unpaid Drawing under any Note issued pursuant to this Agreement Existing Letter of Credit shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Existing Letter of Credit Exposure and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Existing Letter of Credit Exposure and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Existing Letter of Credit Exposure and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register Coincident with the delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be available issued to the assigning or transferor Lender and/or the new 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 12.16, except to the extent caused by the Administrative Agent’s own gross negligence or willful misconduct. Each Lender that sells a participation shall, acting solely for inspection by each this purpose as a non-fiduciary agent of the Borrower, maintain a register on which it enters the Swingline name and address of each participant and the principal and interest amounts of each participant’s interest in the Loans and the obligations thereunder (the “Participant Register”); provided that no Lender and each Issuing Lender at shall have any reasonable time and from time obligation to time upon reasonable prior notice. In additiondisclose all or any portion of the Participant Register (including the identity of any participant or any information relating to a participant’s interest in any commitments, at loans, letters of credit or its other obligations under any time that a request for a consent for a material or substantive change Credit Document) to any Person except to the Loan Documents extent that such disclosure is pendingnecessary to establish that such commitment, any Lender wishing to consult with loan, letter of credit or other Lenders obligation is in connection therewith may request and receive from registered form under Section 5f.103-1(c) of the United States Treasury Regulations. The entries in the Participant Register shall be conclusive absent manifest error. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a copy of the Participant Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Term Loans made by each Lender of the Lenders and each repayment in respect of the principal amount and interest amounts of the Term Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to Lender. Holdings, the Borrower, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Section. Failure to make any such recordation, or any error in such recordation, shall not affect Agreement (and the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusiveconclusive for such purposes, in the absence of absent manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement), notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of, and the principal (and interest) amounts of the Term Loans owing to, such Lender and the rights to the principal of, and interest on, any Term Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Term Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Term Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Term Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Term Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Term Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower may not replace registration of any Lender provision of Incremental Term Loan Commitments pursuant to Section 2.08(b)2.15, unlessshall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Term Loan Commitment Agreement. Coincident with the delivery of such Incremental Term Loan Commitment Agreement for acceptance and registration of the provision of an Incremental Term Loan Commitment, with respect as the case may be, or as soon thereafter as practicable, to any Notes held the extent requested by such Incremental Term Loan Lenders and Incremental Term Notes shall be issued, at the Borrower’s expense, to such Incremental Term Loan Lenders, to be in conformity with Section 2.05 (with appropriate modification) to the extent needed to reflect the Incremental Term Loan Commitments, and outstanding Incremental Term Loans made by such Incremental Term Loan Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Each Borrower hereby designates the Administrative Agent to serve as the such Borrower’s agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the such Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. The Borrower Borrowers jointly and severally agree to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 13.17, except to Section 2.08(b), unless, with respect to any Notes held the extent caused by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedAdministrative Agent’s own gross negligence or willful misconduct.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e)12.16, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Banks, the Loans made by each Lender of the Banks and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionBank. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any LenderBank, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender Bank and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time such an Assignment Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Revolving Loan, or as soon thereafter as practicable, the Registerassigning or transferor Bank shall surrender the Revolving Note evidencing such Revolving Loan, and thereupon one or more new Revolving Notes in the same aggregate principal amount shall be issued to the assigning or transferor Bank and/or the new Bank. The Borrower agrees to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied12.16.

Register. The Borrower hereby designates the Administrative -------- Agent to serve as the such Borrower’s 's agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Banks, the Loans made by each Lender of the Banks and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionBank. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any LenderBank, the assignment or other transfer of the Commitments any Revolving Loan Commitment of such Lender Bank and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitment and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Revolving Loan Commitment and/or Loan, or as soon thereafter as practicable, the Registerassigning or transferor Bank shall surrender the Note evidencing such Revolving Loan Commitment and/or Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Bank and/or the new Bank. The Borrower jointly and severally agrees to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.17.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e)7.12, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Banks, the Loans made by each Lender of the Banks and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionBank. Failure to make any such recordation, or any error in such recordation, recordations shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any LenderBank, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender Bank and the rights to the principal of, and interest on, any Revolving Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitment and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitment and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register Coincident with the delivery of such an Assignment and Assumption Agreement to the Agent for acceptance and registration of assignment or transfer of all or part of a Revolving Loan Commitment, or as soon thereafter as practicable, the assigning or transferor Bank shall surrender its Revolving Note, and thereupon one or more new Revolving Notes in the same aggregate principal amount shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change issued to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from assigning or transferor Bank and/or the Administrative Agent a copy of the Registernew Bank. The Borrower agrees to indemnify the Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied7.12.

Register. The Borrower hereby designates the Administrative Agent Initial Lender to serve as the Borrower’s its non-fiduciary agent, solely for purposes of this Section 9.06(e)10.15, to (i) maintain a register (the “Register”) at its offices located at 00 Xxxxxx Xxxxxx, Xxxxxxxxx, XX 00000 on which the Administrative Agent it will record the Applicable Lending Office of each Lender, Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders (and stated interest thereon) and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Initial Lender with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent Initial Lender on the Register upon and only upon the acceptance by the Administrative Agent Initial Lender of a properly executed and delivered Assignment and Assumption Agreement pursuant to Section 10.04(b). Upon such acceptance and payment recordation, the assignee specified therein shall be treated as a Lender for all purposes of this Agreement. Coincident with the administrative fee referred delivery of such an Assignment and Assumption Agreement to the Initial Lender for acceptance and registration of assignment or transfer of all or part of a Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in Section 9.06(c)the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of any such Lender. The entries in the Register shall be conclusive absent manifest error, and the Borrower and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by each of the BorrowerBorrower and any Lender, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s Borrowers' agent, solely for purposes of this Section 9.06(e)7.19, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments Commitment from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, recordation or any error in such recordation, recordation shall not affect the either Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the applicable Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders Agent and the other Lenders shall treat each Person in whose name is recorded in the Register as the owner of a Loan and the Note evidencing the same is registered or other obligation hereunder as the owner thereof for all purposes of this AgreementAgreement and the other Loan Documents, notwithstanding any notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments any Commitment of such Lender and or the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitment or Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitment or Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitment or Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement Acceptance pursuant to Section 11.8. Coincident with the delivery of such an Assignment and payment of the administrative fee referred Acceptance to in Section 9.06(c). The Register shall be available for inspection by each of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. The Borrower Borrowers agree to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied7.19.

Register. The Each Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time the name and address of each Lender, the Loans made by each Lender and each repayment in respect Issuing Lender, the Commitments, the principal amounts of the principal amount Loans, L/C Obligations and any other obligations under the Loan Documents, and the amounts of the Loans of stated interest due thereon, owing to each Lender and to (ii) retain a copy of each Assignment Issuing Lender pursuant the terms hereof and Assumption Agreement delivered to the Administrative Agent pursuant to this Sectionany Note. Failure to make any such recordation, or any error in such recordation, shall not affect the any Borrower’s obligation obligations in respect of such Loans. The entries in , L/C Obligations or other obligations under the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contraryDocuments. With respect to any Lender or Issuing Lender, the assignment or other transfer of the Commitments of such Lender or Issuing Lender and the rights to the principal of, and interest on, any Loan made Loans, L/C Obligations and any Note issued pursuant other obligations under the Loan Documents owing to this Agreement such Lender or Issuing Lender shall not be effective until such assignment or other transfer is recorded on the Register and, except to maintained by the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, Administrative Agent and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such CommitmentsCommitments and Loans, Loans L/C Obligations and Notes other obligations under the Loan Documents shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender Loans, L/C Obligations or other obligations under the Loan Documents shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement pursuant to Section 13.4. Upon such acceptance and payment recordation, the assignee specified therein shall be treated as a Lender and/or Issuing Lender for all purposes of the administrative fee referred to in Section 9.06(c)this Agreement. The Register shall be available for inspection by each of the Borrowerany Borrower and any Lender or Issuing Lender, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change Coincident with the delivery of such an Assignment and Assumption to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assignee or transferee Lender at the request of any such Lender. Each Borrower agrees to indemnify the Register. The Borrower Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature which may not replace any Lender be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 13.15 to the same extent that the Administrative Agent is otherwise indemnified pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.1.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15 and such agency being solely for Tax purposes, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the names and addresses of the Lenders, and the Revolving Loan Commitments from time to time of, and the principal amounts (and stated interest) of each Lender, the Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered Lenders pursuant to the Administrative Agent pursuant terms hereof from time to this Sectiontime. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment pursuant to Section 13.04(b), an Administrative Questionnaire completed in respect of the administrative assignee Lender (unless the assignee Lender shall already be a Lender hereunder), the appropriate IRS Forms, if applicable, the processing and recordation fee referred to in Section 9.06(c13.04(b), if applicable, and the consent of the Administrative Agent and, if required, the Borrowers. Upon such acceptance and recordation, the assignee specified therein shall be treated as a Lender for all purposes of this Agreement. Coincident with the delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Revolving Loan Commitment or Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Revolving Loan Commitment or Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of any such Lender. The Borrowers agree 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 13.15, except to the extent incurred by reason of its bad faith, gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final, non-appealable decision). The entries in the Register shall be conclusive absent manifest error. The Register shall be available for inspection by each of the BorrowerBorrowers, the Swingline Collateral Agent, and any Lender and each Issuing Lender (with respect to its interests only), at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent, and the Administrative Agent agrees, to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register at one of its offices in New York, New York (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderthe Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of any of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and ownership of such Commitments and/or Loans prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and/or Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of an assignment or other transfer of all or part of any Commitments, Commitments and/or Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Commitment and/or Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note or Notes evidencing such Commitments and/or Loans, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. The Borrower agrees to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature that may not replace be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 13.17 (but excluding any Lender pursuant such losses, liabilities, claims, damages or expenses to Section 2.08(bthe extent incurred by reason of the gross negligence or willful misconduct of the Administrative Agent (as determined by the court of competent jurisdiction in a final and non-appealable decision), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied).

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)14.17, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Revolving Loan Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment and prepayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Revolving Loan Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of an assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c14.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 14.17, except to Section 2.08(b), unless, with respect to any Notes held the extent caused by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedAdministrative Agent’s own gross negligence or willful misconduct.

Register. The Borrower hereby designates the Administrative -------- Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments Revolving Loan Commitment from time to time of each Lenderof the Lenders, the Revolving Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Revolving Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation 's obligations in respect of such Revolving Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender and the rights to the principal of, and interest on, any Revolving Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitment and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitment and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Revolving Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Revolving Note (if any) evidencing such Revolving Loan, and thereupon one or more new Revolving Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.15.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.4(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.15.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Term Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Term Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to Lender. Holdings, the Lead Borrower, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Section. Failure to make any such recordation, or any error in such recordation, shall not affect Agreement (and the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof conclusive for all purposes of this Agreementsuch purposes), notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of, and the principal (and interest) amounts of the Term Loans owing to, such Lender and the rights to the principal of, and interest on, any Term Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Term Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Term Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Term Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Term Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Term Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower may not replace registration of any Lender provision of Incremental Term Loan Commitments pursuant to Section 2.08(b)2.15, unlessshall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Commitment Agreement. Coincident with the delivery of such Incremental Commitment Agreement for acceptance and registration of the provision of an Incremental Term Loan Commitment, with respect as the case may be, or as soon thereafter as practicable, to any Notes held the extent requested by such Incremental Lenders and Incremental Term Notes shall be issued, at the Borrowers’ expense, to such Incremental Lenders, to be in conformity with Section 2.05 (with appropriate modification) to the extent needed to reflect the Incremental Term Loan Commitments, and outstanding Incremental Term Loans made by such Incremental Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent, and the Administrative Agent agrees, to serve as the Borrower’s Borrowers' agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register at one of its offices in New York, New York (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation Borrowers' obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and ownership of such Commitments and/or Loans prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and/or Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of an assignment or other transfer of all or part of any Commitments, Commitments and/or Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Commitment and/or Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Commitment and/or Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender. The Borrower may not replace registration of any Lender provision of Incremental Term Loan Commitments pursuant to Section 2.08(b)1.15 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Term Loan Commitment Agreement. Coincident with the delivery of such Incremental Term Loan Commitment Agreement for acceptance and registration of the provision of an Incremental Term Loan Commitment, unlessor as soon thereafter as practicable, with respect to any Notes held the extent requested by such Incremental Term Loan Lenders, Incremental Term Notes shall be issued, at the respective Borrower's expense, to such Incremental Term Loan Lenders, to be in conformity with Section 1.05 (with appropriate modification) to the extent needed to reflect the Incremental Term Loan Commitments and outstanding Incremental Term Loans made by such Incremental Term Loan Lender. The Borrowers agree to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of whatsoever nature that may be imposed on, asserted against or incurred by the requirements of subsection 9.06(c) and Administrative Agent in performing its duties under this subsection 9.06(e) have been satisfiedSection 13.17.

Register. The Borrower hereby designates the Administrative -------- Agent to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e)------- 12.16, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the ----- Revolving Loan Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Revolving Loan Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Revolving Loan Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Revolving Loan Commitment and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Revolving Loan Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Revolving Loan Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register shall be available for inspection by each Coincident with the delivery ---------------- of the Borrower, the Swingline Lender and each Issuing Lender at any reasonable time and from time such an Assignment Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Revolving Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Revolving Note evidencing such Revolving Loan, and thereupon one or more new Revolving Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.12.16. -------------

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)12.15 and such agency being solely for Tax purposes, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the names and addresses of the Lenders, and the Commitments from time to time of, and the principal amounts (and stated interest) of each Lender, the Term Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered Lenders pursuant to the Administrative Agent pursuant terms hereof from time to this Sectiontime. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Term Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Commitment of such Lender and the rights to the principal of, and interest on, any Term Loan made and any Note issued pursuant to this Agreement such Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitment and Term Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitment and Term Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Term Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register upon and only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment pursuant to Section 12.04(b), an Administrative Questionnaire completed in respect of the administrative assignee Lender (unless the assignee Lender shall already be a Lender hereunder), the appropriate IRS Forms, if applicable, the processing and recordation fee referred to in Section 9.06(c12.04(b), if applicable, and the consent of the Administrative Agent and, if required, the Borrower. Upon such acceptance and recordation, the assignee specified therein shall be treated as a Lender for all purposes of this Agreement. Coincident with the delivery of such an Assignment and Assumption Agreement to the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a Term Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Term Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of any such 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 12.15 except to the extent incurred by reason of its bad faith, gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final, non-appealable decision). The entries in the Register shall be conclusive absent manifest error. The Register shall be available for inspection by each of the Borrower, the Swingline Collateral Agent and any Lender and each Issuing Lender (with respect to its interest only), at any reasonable time and from time to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s 's agent, solely for purposes of this Section 9.06(e)13.17, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of Loan, or as soon thereafter as practicable, the Registerassigning or transferor Lender shall surrender the Note evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held 13.17 except when caused by such Lender, the requirements gross negligence or willful misconduct of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedthe Administrative Agent.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s their agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent will record the Commitments from time to time of each Lenderof the Lenders, the Revolving Commitments and principal amount of Revolving Loans made and LC Obligations by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to Lender. Holdings, theThe Lead Borrower, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Section. Failure to make any such recordation, or any error in such recordation, shall not affect Agreement (and the Borrower’s obligation in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof conclusive for all purposes of this Agreementsuch purposes), notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of, and the principal (and interest) amounts of the Revolving Loans owing to, such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Revolving Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Revolving Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Revolving Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Revolving Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower may not replace registration of any Lender provision of Revolving Commitment Increases pursuant to Section 2.08(b)2.15 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Revolving Commitment Agreement. Coincident with the delivery of such Incremental Revolving Commitment Agreement for acceptance and registration of the provision of Revolving Commitment Increases, unlessas the case may be, or as soon thereafter as practicable, to the extent requested by any Lender of a Revolving Commitment Increase, Notes shall be issued, at the Borrowers’ expense, to such Lender to be in conformity with respect Section 2.04 (with appropriate modification) to any Notes held the extent needed to reflect Revolving Commitment Increases, and outstanding Revolving Loans made by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied.

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation Borrowers’ obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b) (including as contemplated by Section 2.13). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower may not replace any Lender Any provision of Incremental Commitments pursuant to Section 2.08(b2.14 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Commitment Agreement. The Obligors agree to indemnify the Administrative Agent from and 170 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 13.15 (absent gross negligence, bad faith or willful misconduct (as determined by a court of competent jurisdiction in a final and non-appealable judgment), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied).

Register. The Borrower Borrowers hereby designates designate the Administrative Agent to serve as the Borrower’s their agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation Borrowers’ obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments Commitment of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitment shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitment and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitment and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b) (including as contemplated by Section 2.13). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such Lender. The Borrower may not replace any Lender Any provision of Incremental Commitments pursuant to Section 2.08(b)2.14 shall be recorded by the Administrative Agent on the Register only upon the acceptance of the Administrative Agent of a properly executed and delivered Incremental Commitment Agreement. The Borrowers jointly and severally agree to indemnify the Administrative Agent from and against any and all losses, unlessclaims, with respect to any Notes held damages and liabilities of whatsoever nature which may be imposed on, asserted against or incurred by such Lender, the requirements of subsection 9.06(c) and Administrative Agent in performing its duties under this subsection 9.06(e) have been satisfiedSection 13.15.

Register. The Each Borrower hereby designates the Administrative -------- Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)7.13, to (i) maintain a register (the “"Register”") on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Banks, the Loans made by each Lender and of the Banks, each repayment in respect of the principal amount of the Loans of each Lender Bank and to (ii) retain a copy the Indemnity Participation of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionIndemnifying Bank. Failure to make any such recordation, or any error in such recordation, recordation shall not affect the any Borrower’s obligation 's obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice Loans or any provision herein Indemnifying Bank's obligation with respect to the contraryits Indemnity Participation. With respect to (x) any LenderBank, the assignment or other transfer of the Commitments of such Lender Bank and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments and (y) any Indemnifying Bank, the transfer of the Indemnity Participation of such Indemnifying Bank and the rights to interest and fees payable pursuant to such Indemnity Participation, shall not be effective until such assignment or other transfer is recorded on the Register andmaintained by the Administrative Agent with respect to ownership of such Commitments, except to Loans and/or Indemnity Participations, as the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06case may be, and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Loans and Notes and/or Indemnity Participations, as the case may be, shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender Indemnity Participations shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c12.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b)Loan, unless, with respect to any Notes held by such Lenderor as soon thereafter as practicable, the requirements assigning or transferor Bank shall surrender the Note, if any, evidencing such Loan, and thereupon, if requested by the respective Bank, one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Bank and/or the new Bank. Each Borrower agrees to indemnify the Administrative Agent from and against any and all losses, claims, damages and liabilities of subsection 9.06(c) and whatsoever nature which may be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this subsection 9.06(e) have been satisfiedSection 7.13.

Register. The Borrower hereby designates the Administrative Agent Lender to serve as the Borrower’s agent, solely for purposes of this Section 9.06(e)9.4, to (i) maintain at one of its offices a register for the recordation of the names and addresses of each Lender, and the principal amount (and stated interest) of the Loans (or portions thereof) owing to and/or Advances to be funded by, each Lender pursuant to the terms hereof from time to time and each repayment with respect to the principal amount of the Loan of each Lender (the “Register”) on which the Administrative Agent will record the Commitments from time to time of each Lender, the Loans made by each Lender and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this Section). Failure to make any such recordation, or any error in such recordation, recordation shall not affect the Borrower’s, Lender’s obligation or any Lender’s obligations in respect of the Loan. Without limiting the terms and provisions of Section 9.1 hereof, no assignment, sale, negotiation, pledge, hypothecation or other transfer of any part of any Lender’s interest in and to the Loan shall be effective until such LoansLender shall have provided Lender with written notice of such transfer and Lender shall have registered such assignee’s name and address in the Register. The entries in the Register shall be conclusive, in the absence of conclusive absent manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders Borrower and the other Lenders Lender shall treat each Person in whose name is recorded in the Register pursuant to the terms hereof as a Loan and the Note evidencing the same is registered as the owner thereof Lender hereunder for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to Any assignment of any Lender, portion of the assignment Loan or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any obligation hereunder not evidenced by a Note issued pursuant to this Agreement shall not be effective until such assignment or other transfer is recorded on the Register and, except to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, and prior to such recordation all amounts owing to the transferring Lender only upon appropriate entries with respect to such Commitments, Loans and Notes shall remain owing to thereto being made in the transferring Lender. The registration of assignment or other transfer of all or part of any Commitments, Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register only upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred to in Section 9.06(c)Register. The Register shall be available for inspection by each of the BorrowerBorrower and any Lender, the Swingline Lender and each Issuing Lender at any reasonable time and from time to time upon reasonable prior notice. In additionLender hereby agrees to indemnify Borrower and to hold Borrower harmless from any actions, at any time that suits, claims, demands, liabilities, losses, damages, obligations and actual costs and expenses which Borrower sustains or incurs as a request for a consent for a material or substantive change consequence of Lender maintaining the Registry, except to the Loan Documents extent such loss or expense is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent a copy of the Register. The Borrower may not replace any Lender pursuant to Section 2.08(b), unless, with respect to any Notes held caused by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfiedBorrower’s fraud or willful misconduct.

Register. The Borrower hereby designates the Administrative Agent to serve as the Borrower’s its agent, solely for purposes of this Section 9.06(e)13.15, to (i) maintain a register (the “Register”) on which the Administrative Agent it will record the Commitments from time to time of each Lenderof the Lenders, the Loans made by each Lender of the Lenders and each repayment in respect of the principal amount of the Loans of each Lender and to (ii) retain a copy of each Assignment and Assumption Agreement delivered to the Administrative Agent pursuant to this SectionLender. Failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s obligation obligations in respect of such Loans. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Administrative Agent, Swingline Lender, the Issuing Lenders and the other Lenders shall treat each Person in whose name a Loan and the Note evidencing the same is registered as the owner thereof for all purposes of this Agreement, notwithstanding notice or any provision herein to the contrary. With respect to any Lender, the assignment or other transfer of the Commitments of such Lender and the rights to the principal of, and interest on, any Loan made and any Note issued pursuant to this Agreement such Commitments shall not be effective until such assignment or other transfer is recorded on the Register and, except maintained by the Administrative Agent with respect to the extent provided in this subsection 9.06(e), otherwise complies with Section 9.06, ownership of such Commitments and Loans and prior to such recordation all amounts owing to the transferring Lender transferor with respect to such Commitments, Commitments and Loans and Notes shall remain owing to the transferring Lendertransferor. The registration of assignment or other transfer of all or part of any Commitments, Commitments and Loans and Notes for a Lender shall be recorded by the Administrative Agent on the Register Register; provided that such registration shall only be made upon the acceptance by the Administrative Agent of a properly executed and delivered Assignment and Assumption Agreement and payment of the administrative fee referred pursuant to in Section 9.06(c13.04(b). The Register shall be available for inspection by each Coincident with the delivery of the Borrower, the Swingline Lender such an Assignment and each Issuing Lender at any reasonable time and from time Assumption Agreement to time upon reasonable prior notice. In addition, at any time that a request for a consent for a material or substantive change to the Loan Documents is pending, any Lender wishing to consult with other Lenders in connection therewith may request and receive from the Administrative Agent for acceptance and registration of assignment or transfer of all or part of a copy Loan, or as soon thereafter as practicable, the assigning or transferor Lender shall surrender the Note (if any) evidencing such Loan, and thereupon one or more new Notes in the same aggregate principal amount shall be issued to the assigning or transferor Lender and/or the new Lender at the request of the Registerany such 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 not replace any Lender pursuant to be imposed on, asserted against or incurred by the Administrative Agent in performing its duties under this Section 2.08(b), unless, with respect to any Notes held by such Lender, the requirements of subsection 9.06(c) and this subsection 9.06(e) have been satisfied13.15.