Common use of Bank Products Clause in Contracts

Bank Products. The Borrower may request and (a) with respect to Cash Management Services, the Bank or any Affiliate of the Bank may, in its sole and absolute discretion, arrange for the Borrower to obtain from the Bank or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements, any Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Lender’s Affiliate Hedge Agreements, although the Borrower is not required to do so in either case. To the extent Bank Products are provided by an Affiliate of the Bank or of a Lender, the Borrower agrees to indemnify and hold the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Bank or any of the other Lenders which arise from the indemnity given by the Bank or such Lender to its Affiliates related to such Bank Products; provided, however, nothing contained herein is intended to limit the Borrower’s rights, with respect to the Bank, the other Lenders or their Affiliates, if any, which arise as a result of the execution of documents by and between the Borrower and the Bank or any other Lender which relate to Bank Products. The agreement contained in this Section shall survive termination of this Agreement. The Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services from the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any Lender or any Lender’s Affiliates (i) is in the sole and absolute discretion of the Bank or the Bank’s Affiliates or the Lender or the Lender’s Affiliates, respectively, and (ii) is subject to all rules and regulations of the Bank or the Bank’s Affiliates or the Lender or the Lender’s Affiliates, respectively.

Bank Products. The Each Borrower may request and the Administrative Agent (a) with respect to Cash Management Services, in the Bank or any Affiliate case of the Bank and its Affiliates) or another Lender (in the case of such other Lender and its Affiliates) may, in its sole and absolute discretion, arrange for the such Borrower to obtain from the Bank or the Bank’s Affiliate Cash Management Services and 's Affiliates (bin the case of the Administrative Agent) with respect to Hedge Agreements, any or such other Lender or any Affiliate its Affiliates (in the case of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such other Lender’s Affiliate Hedge Agreements, ) Bank Products although the Borrower is Borrowers are not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate of the Bank or of another Lender to a LenderBorrower, the such Borrower agrees to indemnify and hold the Administrative Agent, the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Administrative Agent, the Bank or any of the other Lenders Lender which arise from the any indemnity given by the Bank Administrative Agent or such Lender other Lender, as the case may be, to its Affiliates related to such Bank Products; provided, however, (x) nothing contained herein is intended to limit the such Borrower’s rights, 's rights with respect to the Bank, the other Lenders another Lender or their respective Affiliates, if any, which arise as a result of the execution of documents by and between the such Borrower and the Bank or any other Lender another Lender, as applicable, which relate to Bank ProductsProducts and (y) Bank Products consisting of cash management services, including controlled disbursement services, and ACH Transactions may only be provided to a Borrower by the Bank or an Affiliate of the Bank or another Lender (or any Affiliate of such Lender) reasonably acceptable to the Administrative Agent (it being agreed by the Administrative Agent that each of the Lenders party to this Agreement (and their respective Affiliates) on the Closing Date is reasonably acceptable to the Administrative Agent). The agreement contained in this Section shall survive termination of this Agreement. The Each Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services Bank Products from the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any , another Lender or any Lender’s of their respective Affiliates (ia) is in the sole and absolute discretion of the Bank or the Bank’s Affiliates or the , such other Lender or the applicable Affiliate of the Bank or such other Lender’s Affiliates, respectivelyas the case may be, and (iib) is subject to all rules and regulations of the Bank or the Bank’s Affiliates or the , such other Lender or the applicable Affiliate of the Bank or such other Lender’s Affiliates, respectivelyas the case may be.

Bank Products. The Borrower LS&Co may request and (a) with respect to Cash Management Services, the Bank Agent or any Affiliate of the Bank Selected Revolving Lender may, in its sole and absolute discretion, arrange for the Borrower LS&Co, any of its Material Domestic Subsidiaries or LSIFCS to obtain from the Bank or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge AgreementsAffiliates, any Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Selected Revolving Lender’s Affiliate , Ordinary Course Hedge Agreements, although the Borrower LS&Co is not required to do so so. LS&Co may request and the Agent may, in either caseits sole and absolute discretion, arrange for LS&Co or any of its Subsidiaries to obtain from the Bank or the Bank’s Affiliates Cash Management Services, although LS&Co is not required to do so. To the extent Bank Products If Ordinary Course Hedge Agreements or Cash Management Services are provided by an Affiliate of the Bank or of a any Selected Revolving Lender, as the Borrower agrees case may be, the Borrowers agree to indemnify and hold the Agent, the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Agent, the Bank or any of the other Lenders which arise from the indemnity given by the Bank or such Lender to its Affiliates related to such Bank ProductsOrdinary Course Hedge Agreements or Cash Management Services; provided, however, nothing contained herein is intended to limit the any Borrower’s rights, with respect to the Bank, the other Lenders Bank’s Affiliates or their Affiliatesany Selected Revolving Lender, if any, which arise as a result of the execution of documents by and between the such Borrower and the Bank or its Affiliates or any other Lender Selected Revolving Lender, as the case may be, which relate to Bank ProductsOrdinary Course Hedge Agreements or Cash Management Services. The agreement contained in this Section 1.4 shall survive termination of this Agreement. The Borrower acknowledges Borrowers acknowledge and agrees agree that the obtaining of (a) Ordinary Course Hedge Agreements or Cash Management Services from the Bank or Bank, the Bank’s Affiliates and (b) Hedge Agreements from any Lender or any Selected Revolving Lender’s Affiliates , as the case may be, (ia) is in the sole and absolute discretion of the Bank or Bank, the Bank’s Affiliates or the Lender or relevant Selected Revolving Lender, as the Lender’s Affiliates, respectivelycase may be, and (iib) is subject to all rules and regulations of the Bank or Bank, the Bank’s Affiliates or the Lender or relevant Selected Revolving Lender, as the Lender’s Affiliates, respectivelycase may be.

Bank Products. The Borrower Authorized Representative may request on behalf of any of the Borrowers and the Agent (a) with respect to Cash Management Services, in the Bank or any Affiliate case of the Bank and its Affiliates) or another Lender (in the case of such other Lender and its Affiliates) may, in its sole and absolute discretion, arrange for the Borrower Borrowers to obtain from the Bank or any of its Affiliates (in the Bank’s Affiliate Cash Management Services and (bcase of the Agent) with respect to Hedge Agreements, any or such other Lender or any Affiliate its Affiliates (in the case of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or other Lender) Bank Products although such Lender’s Affiliate Hedge Agreements, although the Borrower is not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate of the Bank or of a another Lender, the Borrower agrees Borrowers jointly and severally agree to indemnify and hold the Agent, the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Agent, the Bank or any of the other Lenders Lender which arise from the any indemnity given by the Bank Agent or such Lender other Lender, as the case may be, to its Affiliates related to such Bank Products; provided, however, (x) nothing contained herein is intended to limit the Borrower’s Borrowers' rights, with respect to the Bank, the other Lenders another Lender or their respective Affiliates, if any, which arise as a result of the execution of documents by and between the any Borrower and the Bank or any other Lender another Lender, as applicable, which relate to Bank ProductsProducts and (y) Bank Products consisting of cash management services, including controlled disbursement services, and ACH Transactions may only be provided to a Borrower by the Bank or an Affiliate of the Bank or another bank acceptable to the Agent. The agreement contained in this Section shall survive termination of this Agreement. The Each Borrower acknowledges and agrees that the obtaining of Bank Products from the Bank, another Lender or any of their respective Affiliates (a) Cash Management Services is in the sole and absolute discretion of the Bank, such other Lender or the applicable Affiliate of the Bank or such other Lender, as the case may be, and (b) is subject to all rules and regulations of the Bank, such other Lender or the applicable Affiliate of the Bank or such other Lender, as the case may be. The agreement contained in this Section shall survive termination of this Agreement. Each Borrower acknowledges and agrees that the obtaining of Bank Products from the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any Lender or any Lender’s 's Affiliates (ia) is in the sole and absolute discretion of the Bank or the Bank’s Affiliates or the Lender or the Lender’s 's Affiliates, respectively, and (iib) is subject to all rules and regulations of the Bank or the Bank’s Affiliates or the Lender or the Lender’s 's Affiliates, respectively.

Bank Products. The Any Borrower may request request, and (a) with respect to Cash Management Services, the Bank or any Affiliate of the Bank Agent may, in its sole and absolute discretion, arrange for the any Borrower to obtain obtain, Bank Products from the Bank or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements, any Lender or the Bank's Affiliates or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Lender’s Affiliate Hedge Agreements, 's Affiliates although the no Borrower is not required to do so in either caseso. To the extent Bank Products are provided by an Affiliate of the Bank or an Affiliate of a Lender, the Borrower agrees Borrowers agree to indemnify and hold the Bank Agent, the Bank, and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Bank Agent, the Bank, or any of the other Lenders which arise from the any indemnity given by the Agent or the Bank to its Affiliates or such given by any Lender to its Affiliates related to such Bank Products; provided, however, nothing contained herein is intended to limit the any Borrower’s 's rights, with respect to the Bank, the other Lenders Bank or their its Affiliates or any Lender or its Affiliates, if any, which arise as a result of the execution of documents by and between the such Borrower and the Bank or its Affiliates or any other Lender or its Affiliates which relate to Bank Products. The agreement contained in this Section shall survive termination of this Agreement. The Each Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services Bank Products from the Bank or the Bank’s 's Affiliates and (b) Hedge Agreements or from any Lender or any such Lender’s 's Affiliates (ia) is in the sole and absolute discretion of the Bank or the Bank’s 's Affiliates or the such Lender or the such Lender’s 's Affiliates, respectively, and (iib) is subject to all rules and regulations of the Bank or the Bank’s 's Affiliates or the such Lender or the such Lender’s 's Affiliates, respectively.

Bank Products. The Borrower Without limiting the provisions of Section 7.25, the Obligated Parties may request and (a) with respect to Cash Management Services, the Bank or any Affiliate of the Bank Agent may, in its sole and absolute discretion, arrange for the Borrower Obligated Parties to obtain Bank Products from the Bank or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements, any Lender Lender, or any Affiliate of the Bank or any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Lender’s Affiliate Hedge Agreements, although the Borrower is not required to do so in either case. To the extent If Bank Products are provided by an the Bank, any Lender, or any Affiliate of the Bank or of a any Lender, the Borrower agrees Obligated Parties agree to indemnify and hold the Bank Agent, the Bank, the Lenders, and the other Lenders all such Affiliates harmless from any and all costs and obligations now or hereafter incurred by the Bank or any of Agent, the other Lenders which Bank, the Lenders, and all such Affiliates that arise from the any indemnity given by the Bank or Agent to any such Lender to its Affiliates Person related to such Bank Products; provided, however, that nothing contained herein is intended to limit the Borrower’s rights, Obligated Parties’ rights with respect to any of the Bank, the other Lenders or their Affiliatesforegoing Persons, if any, which that arise as a result of the execution of documents by and between the Borrower Obligated Parties and the Bank or any other Lender which such Person and that relate to Bank Products. The agreement contained in this Section shall survive the termination of this AgreementAgreement and the Payment in Full of all other Obligations. The Borrower acknowledges Obligated Parties acknowledge and agrees agree that the obtaining of (a) Cash Management Services Bank Products from the Bank, any Lender, or any Affiliate of the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any Lender or any Lender’s Affiliates : (ia) is in the sole and absolute discretion of the Bank, such Lender, or the applicable Affiliate of the Bank or the Bank’s Affiliates or the Lender or the such Lender’s Affiliates, respectively, ; and (iib) is subject to all rules and regulations of the Bank, such Lender, or the applicable Affiliate of the Bank or the Bank’s Affiliates or the Lender or the such Lender’s Affiliates, respectively.”

Bank Products. The Each Borrower may request and (a) with respect to Cash Management Servicesthe Bank, the Bank or any Affiliate of the Bank Bank's Affiliates and each other Lender may, in its sole and absolute discretion, arrange for the such Borrower to obtain from the Bank Bank, its Affiliates or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements, any Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Lender’s Affiliate Hedge AgreementsBank Products, although the such Borrower is not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate of the Bank or of to a LenderBorrower, the such Borrower agrees to indemnify and hold harmless the Agent, the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Agent, the Bank or any of the other Lenders which arise from the any indemnity which shall not extend to gross negligence or willful misconduct of such Affiliates given by the Bank or such Lender to its Affiliates related to such Bank Products; provided, however, nothing contained herein in this Section 1.5 is intended to limit the such Borrower’s rights, 's rights with respect to the Bankany Lender, the other Lenders Bank or their its Affiliates, if any, which arise as a result of the execution of documents by and between the such Borrower and a Lender or the Bank or any other Lender its Affiliates which relate to Bank ProductsProducts and to the extent the terms of indemnity of such documents are different from the terms of indemnity set forth above, the terms of such documents shall control; and provided further, that nothing contained in this Section 1.5 is intended to obligate any Lender, the Bank or its Affiliates or any Borrower to provide any indemnity in connection with any Bank Products other than the indemnity of a Borrower specifically provided for above. The agreement contained in this Section shall survive termination of this Agreement. The Each Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services Bank Products from a Lender, the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any Lender or any Lender’s 's Affiliates (ia) is in the sole and absolute discretion of such Lender, the Bank or the Bank’s Affiliates or the Lender or the Lender’s 's Affiliates, respectively, and (iib) is subject to all rules and regulations of such Lender, the Bank or the Bank’s Affiliates or the Lender or the Lender’s 's Affiliates, respectively.

Bank Products. The Borrower LS&Co may request and (a) with respect to Cash Management Services, the Bank Agent or any Affiliate of the Bank Selected Revolving Lender may, in its sole and absolute discretion, arrange for the Borrower LS&Co, any of its Material Domestic Subsidiaries or LSIFCS to obtain from the Bank or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements's Affiliates, any Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Selected Revolving Lender’s Affiliate , Ordinary Course Hedge Agreements, although the Borrower LS&Co is not required to do so so. LS&Co may request and the Agent may, in either caseits sole and absolute discretion, arrange for LS&Co or any of its Subsidiaries to obtain from the Bank or the Bank's Affiliates Cash Management Services, although LS&Co is not required to do so. To the extent Bank Products If Ordinary Course Hedge Agreements or Cash Management Services are provided by an Affiliate of the Bank or of a any Selected Revolving Lender, as the Borrower agrees case may be, the Borrowers agree to indemnify and hold the Agent, the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Agent, the Bank or any of the other Lenders which arise from the indemnity given by the Bank or such Lender to its Affiliates related to such Bank ProductsOrdinary Course Hedge Agreements or Cash Management Services; providedPROVIDED, howeverHOWEVER, nothing contained herein is intended to limit the any Borrower’s 's rights, with respect to the Bank, the other Lenders Bank's Affiliates or their Affiliatesany Selected Revolving Lender, if any, which arise as a result of the execution of documents by and between the such Borrower and the Bank or its Affiliates or any other Lender Selected Revolving Lender, as the case may be, which relate to Bank ProductsOrdinary Course Hedge Agreements or Cash Management Services. The agreement contained in this Section SECTION 1.4 shall survive termination of this Agreement. The Borrower acknowledges Borrowers acknowledge and agrees agree that the obtaining of (a) Ordinary Course Hedge Agreements or Cash Management Services from the Bank or Bank, the Bank’s 's Affiliates and (b) Hedge Agreements from any Lender or any Selected Revolving Lender’s Affiliates , as the case may be, (ia) is in the sole and absolute discretion of the Bank or Bank, the Bank’s 's Affiliates or the Lender or relevant Selected Revolving Lender, as the Lender’s Affiliates, respectivelycase may be, and (iib) is subject to all rules and regulations of the Bank or Bank, the Bank’s 's Affiliates or the Lender or relevant Selected Revolving Lender, as the Lender’s Affiliates, respectivelycase may be.

Bank Products. The Borrower may request and (a) with respect to Cash Management Services, the Bank or any Affiliate of the Bank Lender may, in its sole and absolute discretion, arrange for the Borrower to obtain from the Bank Lender or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements, any Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Lender’s Affiliate Hedge Agreements, 's Affiliates Bank Products although the Borrower is not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate of the Bank or of a Lender, the Borrower agrees to indemnify and hold the Bank and the other Lenders Lender harmless from any and all costs and obligations now or hereafter incurred by the Bank or any of the other Lenders Lender which arise from the any indemnity given by the Bank or such Lender to its Affiliates related to such Bank Products; provided, however, nothing contained herein is intended to limit the Borrower’s 's rights, with respect to the Bank, the other Lenders Lender or their its Affiliates, if any, which arise as a result of the execution of documents by and between the Borrower and the Bank or any other Lender which relate to Bank Products. The agreement contained in this Section shall survive termination of this Agreement. The Borrower acknowledges and agrees that the obtaining of Bank Products from the Lender or the Lender's Affiliates (a) Cash Management Services from the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any Lender or any Lender’s Affiliates (i) is in the sole and absolute discretion of the Bank or the Bank’s Affiliates or the Lender or the Lender’s 's Affiliates, respectively, and (iib) is subject to all rules and regulations of the Bank or the Bank’s Affiliates or the Lender or the Lender’s 's Affiliates. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, respectivelyexcept that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Lender and the Lender may not assign or otherwise transfer any of its rights or obligations hereunder except (i) to an Eligible Assignee in accordance with the provisions of clause (b) below, (ii) by way of participation in accordance with the provisions of clause (c) below, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of clause (e) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in clause (c) below and, to the extent expressly contemplated hereby, the Indemnitees) any legal or equitable right, remedy or claim under or by reason of this Agreement.

Bank Products. The Each U.S. Borrower and the Canadian Borrower may request and (a) with respect to Cash Management Services, the Bank and each other Lender (or any Affiliate of the Bank their respective Affiliates or branches) may, in its sole and absolute discretion, arrange for the such Borrower to obtain from the Bank or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements, any Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender (or such Lender’s Affiliate Hedge Agreementstheir respective Affiliates or branches) Bank Products, although the a Borrower is not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate or branch of the Bank or of a LenderLender to a Borrower, the Borrower agrees U.S. Borrowers, jointly and severally, agree, and in respect of Canadian Bank Products only, the Canadian Borrower, severally, agrees, to indemnify and hold harmless the Agent, the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Agent, the Bank or any of the other Lenders which arise from the any indemnity (which shall not extend to gross negligence or willful misconduct of such Affiliates or branches) given by the Bank or such Lender to its their respective Affiliates or branches related to such Bank Products; provided, however, nothing contained herein in this Section 1.4 is intended to limit the any Borrower’s rights, rights with respect to the Bankany Lender, the other Lenders Bank or their Affiliatesrespective Affiliates or branches, if any, which arise as a result of the execution of documents by and between the such Borrower and a Lender or the Bank or any other Lender their respective Affiliates or branches which relate to Bank ProductsProducts and to the extent the terms of indemnity of such documents are different from the terms of indemnity set forth above, the terms of such documents shall control; and provided further, that nothing contained in this Section 1.4 is intended to obligate any Lender, the Bank or their respective Affiliates or branches or any Borrower to provide any indemnity in connection with any Bank Products other than the indemnity of the Borrowers specifically provided for above. The agreement contained in this Section shall survive termination of this Agreement. The Each Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services Bank Products from a Lender, the Bank or the Bank’s their respective Affiliates and or branches (b) Hedge Agreements from any Lender or any Lender’s Affiliates (ia) is in the sole and absolute discretion of such Lender, the Bank or the Bank’s their respective Affiliates or the Lender or the Lender’s Affiliates, respectivelybranches, and (iib) is subject to all rules and regulations of such Lender, the Bank or the Bank’s their respective Affiliates or the Lender or the Lender’s Affiliates, respectivelybranches.

Bank Products. The Each Borrower may request and the Administrative Agent (a) with respect to Cash Management Services, in the Bank or any Affiliate case of the Bank and its Affiliates) or another Lender (in the case of such other Lender and its Affiliates) may, in its sole and absolute discretion, arrange for the such Borrower to obtain from the Bank or the Bank’s Affiliate Cash Management Services and Affiliates (bin the case of the Administrative Agent) with respect to Hedge Agreements, any or such other Lender or any Affiliate its Affiliates (in the case of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such other Lender’s Affiliate Hedge Agreements, ) Bank Products although the Borrower is Borrowers are not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate of the Bank or of another Lender to a LenderBorrower, the such Borrower agrees to indemnify and hold the Administrative Agent, the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Administrative Agent, the Bank or any of the other Lenders Lender which arise from the any indemnity given by the Bank Administrative Agent or such Lender other Lender, as the case may be, to its Affiliates related to such Bank Products; provided, however, (x) nothing contained herein is intended to limit the such Borrower’s rights, rights with respect to the Bank, the other Lenders another Lender or their respective Affiliates, if any, which arise as a result of the execution of documents by and between the such Borrower and the Bank or any other Lender another Lender, as applicable, which relate to Bank ProductsProducts and (y) Bank Products consisting of cash management services, including controlled disbursement services, and ACH Transactions may only be provided to a Borrower by the Bank or an Affiliate of the Bank or another Lender (or any Affiliate of such Lender) reasonably acceptable to the Administrative Agent (it being agreed by the Administrative Agent that each of the Lenders party to this Agreement (and their respective Affiliates) on the Closing Date is reasonably acceptable to the Administrative Agent). The agreement contained in this Section shall survive termination of this Agreement with respect to Bank Products (and agreements to provide Bank Products) entered into or otherwise provided on or prior to the date of the termination of this Agreement. The Each Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services Bank Products from the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any , another Lender or any Lender’s of their respective Affiliates (ia) is in the sole and absolute discretion of the Bank or the Bank’s Affiliates or the , such other Lender or the applicable Affiliate of the Bank or such other Lender’s Affiliates, respectivelyas the case may be, and (iib) is subject to all rules and regulations of the Bank or the Bank’s Affiliates or the , such other Lender or the applicable Affiliate of the Bank or such other Lender’s Affiliates, respectivelyas the case may be.

Bank Products. The Each Borrower may request and the Agent (a) with respect to Cash Management Services, in the Bank or any Affiliate case of the Bank and its Affiliates) or another Lender (in the case of such other Lender and its Affiliates) may, in its sole and absolute discretion, arrange for the such Borrower to obtain from the Bank or the Bank’s Affiliate Cash Management Services and 's Affiliates (bin the case of the Agent) with respect to Hedge Agreements, any or such other Lender or any Affiliate its Affiliates (in the case of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such other Lender’s Affiliate Hedge Agreements, ) Bank Products although the Borrower is Borrowers are not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate of the Bank or of another Lender to a LenderBorrower, the such Borrower agrees to indemnify and hold the Agent, the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Agent, the Bank or any of the other Lenders Lender which arise from the any indemnity given by the Bank Agent or such Lender other Lender, as the case may be, to its Affiliates related to such Bank Products; provided, however, (i) the foregoing indemnity by such Borrower in favor of a Lender shall not extend to any costs or obligations with respect to a Bank Product provided by an Affiliate of such Lender for which such Borrower would not be liable (without giving effect to the benefit of any setoff, defense or counterclaim available to such Borrower) and (ii) nothing contained herein is intended to limit the such Borrower’s 's rights, with respect to the Bank, the other Lenders another Lender or their respective Affiliates, if any, which arise as a result of the execution of documents by and between the such Borrower and the Bank or any other Lender another Lender, as applicable, which relate to Bank Products. The agreement agreements contained in this Section shall survive termination of this AgreementAgreement as to Bank Products outstanding on the date of such termination. The Each Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services Bank Products from the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any , another Lender or any Lender’s of their respective Affiliates (ia) is in the sole and absolute discretion of the Bank or the Bank’s Affiliates or the , such other Lender or the applicable Affiliate of the Bank or such other Lender’s Affiliates, respectivelyas the case may be, and (iib) is subject to all rules and regulations of the Bank or the Bank’s Affiliates or the , such other Lender or the applicable Affiliate of the Bank or such other Lender’s Affiliates, respectivelyas the case may be.

Bank Products. The Each Borrower may request and (a) with respect to Cash Management Servicesthe Bank, the Bank or any Affiliate of the Bank Bank’s Affiliates and each other Lender may, in its sole and absolute discretion, arrange for the such Borrower to obtain from the Bank Bank, its Affiliates or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements, any Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Lender’s Affiliate Hedge AgreementsBank Products, although the Borrower is not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate of the Bank or of to a LenderBorrower, the Borrower agrees Borrowers, jointly and severally, agree to indemnify and hold harmless the Agent, the Bank and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Agent, the Bank or any of the other Lenders which arise from the any indemnity (which shall not extend to gross negligence or willful misconduct of such Affiliates) given by the Bank or such Lender to its Affiliates related to such Bank Products; provided, however, nothing contained herein in this Section 1.4 is intended to limit the any Borrower’s rights, rights with respect to the Bankany Lender, the other Lenders Bank or their its Affiliates, if any, which arise as a result of the execution of documents by and between the such Borrower and a Lender or the Bank or any other Lender its Affiliates which relate to Bank ProductsProducts and to the extent the terms of indemnity of such documents are different from the terms of indemnity set forth above, the terms of such documents shall control; and provided further, that nothing contained in this Section 1.4 is intended to obligate any Lender, the Bank or its Affiliates or any Borrower to provide any indemnity in connection with any Bank Products other than the indemnity of the Borrowers specifically provided for above. The agreement contained in this Section shall survive termination of this Agreement. The Each Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services Bank Products from a Lender, the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any Lender or any Lender’s Affiliates (ia) is in the sole and absolute discretion of such Lender, the Bank or the Bank’s Affiliates or the Lender or the Lender’s Affiliates, respectively, and (iib) is subject to all rules and regulations of such Lender, the Bank or the Bank’s Affiliates or the Lender or the Lender’s Affiliates, respectively.

Bank Products. The Each Borrower may request request, and (a) with respect to Cash Management Services, the Bank Lender or any Affiliate of the Bank its affiliates may, in its their sole and absolute discretion, arrange for provide, Bank Products although no Borrower is required to do so. In the event a Borrower requests Lender and/or its affiliates to obtain from the procure or provide Bank or the Bank’s Affiliate Cash Management Services Products, then each Borrower jointly and (b) severally agrees with Lender and/or such affiliates, as applicable, to pay when due all indebtedness, liabilities and obligations with respect to Hedge Agreements, any Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Lender’s Affiliate Hedge Agreements, although the Borrower is not required to do so in either case. To the extent Bank Products are provided by an Affiliate of the Bank or of a Lender, the Borrower and further agrees to indemnify and hold the Bank and the other Lenders Lender and/or such affiliates harmless from any and all indebtedness, liabilities, obligations, losses, costs and obligations expenses (including reasonable attorney’s fees) now or hereafter owing to or incurred by the Bank Lender (including those under agreements of indemnifications or any of the other Lenders which arise from the indemnity given assurances provided by the Bank or such Lender to its Affiliates related to such Bank Products; provided, however, nothing contained herein is intended to limit the Borrower’s rights, affiliates) and/or its affiliates with respect to Bank Products, all as the Banksame may arise, other than solely with respect to any obligation for which Lender is being indemnified by a Borrower, to the other Lenders extent resulting directly from the gross negligence or their Affiliateswillful misconduct of Lender (as finally determined by a court of competent jurisdiction). In the event Borrowers shall not have paid to Lender and/or its affiliates such amounts, if anyLender may cover such amounts by an advance under the Revolving Loan, which arise as advance shall be deemed to have been requested by a result of the execution of documents by and between the Borrower and the Bank or any other Lender which relate to Bank ProductsBorrower. The agreement contained in this Section shall survive termination of this Agreement. The Each Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services from all indebtedness, liabilities and obligations with respect to Bank Products provided by Lender or its affiliates, and all of its agreements under this Section 2.08, are part of the Bank or Obligations secured by the Bank’s Affiliates Collateral, and (b) Hedge Agreements the obtaining of Bank Products from any Lender or any Lender’s Affiliates its affiliates (i) is in the sole and absolute discretion of the Bank or the Bank’s Affiliates or the Lender or the Lender’s Affiliates, respectively, its affiliates and (ii) is subject to all rules and regulations of the Bank or the Bank’s Affiliates or the Lender or the Lender’s Affiliates, respectivelyits affiliates.

Bank Products. The Borrower may request and (a) with respect to Cash Management Services, the Bank or any Affiliate of the Bank each Lender may, in its sole and absolute discretion, arrange for the Borrower to obtain from the Bank or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements, any Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such Lender’s Affiliate Hedge Agreements, Affiliates Bank Products although the Borrower is not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate of the Bank or of a Lender, the Borrower agrees to indemnify and hold the Agent, the Lender providing such Bank Products and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Agent, the Lender providing such Bank or any of Products and the other Lenders which arise from the any indemnity given by the Lender providing such Bank or such Lender Products to its Affiliates related to such Bank Products; provided, however, nothing contained herein is intended to limit the Borrower’s rightsrights or increase the Borrower’s obligations, with respect to the Bank, the other Lenders such Lender or their its Affiliates, if any, which arise as a result of the execution of documents by and between the Borrower and the Bank or any other such Lender which relate to Bank ProductsProducts or transactions pursuant to such documents. The agreement contained in this Section shall survive termination of this AgreementAgreement with respect to obligations theretofore accrued. The Borrower acknowledges and agrees that the obtaining of (a) Cash Management Services Bank Products from the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any a Lender or any such Lender’s Affiliates (ia) is in the sole and absolute discretion of the Bank or the Bank’s Affiliates or the such Lender or the such Lender’s Affiliates, respectively, and (iib) is subject to all rules and regulations of the Bank or the Bank’s Affiliates or the such Lender or the such Lender’s Affiliates, respectively.

Bank Products. The Borrower may request and the Agent or Xxxxxx Xxxxxxx Senior Funding, Inc. (aeach a "Providing Lender") with respect to Cash Management Services, the Bank or any Affiliate of the Bank may, in its sole and absolute discretion, arrange for the Borrower to obtain from the Bank or the Bank’s Affiliate Cash Management Services and (b) with respect to Hedge Agreements, any a Providing Lender or any Affiliate of any Lender may, with the prior written consent of the Agent (which consent shall not be unreasonably withheld), arrange for the Borrower to obtain from such Lender or such a Providing Lender’s Affiliate Hedge Agreements, 's Affiliates Bank Products although the Borrower is not required to do so in either caseso. To the extent If Bank Products are provided by an Affiliate of the Bank or of a Providing Lender, the Borrower agrees to indemnify and hold the Bank Agent, the Providing Lender and the other Lenders harmless from any and all costs and obligations now or hereafter incurred by the Bank Agent, the Providing Lender or any of the other Lenders which arise from the any indemnity given by the Bank or such Providing Lender to its Affiliates related to such Bank Products; providedPROVIDED, howeverHOWEVER, nothing contained herein is intended to limit the Borrower’s 's rights, with respect to the Bank, the other Lenders Providing Lender or their its Affiliates, if any, which arise as a result of the execution of documents by and between the Borrower and the Bank or any other Providing Lender which relate to Bank Products, including, but not limited to, its right to negotiate a waiver by any Affiliate of the Providing Lender of its right to seek an indemnity from the Providing Lender related to Bank Products provided to the Borrower by such Affiliate. The agreement contained in this Section shall survive termination of this Agreement. The Borrower acknowledges and agrees that the obtaining of Bank Products from the Providing Lender or the Providing Lender's Affiliates (a) Cash Management Services from the Bank or the Bank’s Affiliates and (b) Hedge Agreements from any Lender or any Lender’s Affiliates (i) is in the sole and absolute discretion of the Bank or the Bank’s Affiliates or the Providing Lender or the Providing Lender’s 's Affiliates, respectively, and (iib) is subject to all rules and regulations of the Bank or the Bank’s Affiliates or the Providing Lender or the Providing Lender’s 's Affiliates, respectively.