Credit Facility Agreement Of

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Notwithstanding the foregoing, any provision of this Agreement may be modified by a written agreement entered into by the borrower, the necessary lenders and the administrative agent if, in accordance with the terms of this Agreement, the commitment of any lender that does not accept the modification it provides for terminates with the effectiveness of such modification and (ii) on the date on which such modification takes effect; Any lender that does not consent to it shall receive full payment of the principal and accrued interest on each loan it grants, as well as any other amount due to it or paid on its behalf under this Agreement, including, but not limited to, amounts due or in which such lender has participated under facilitated LCs issued by such lender. Notwithstanding any provisions to the contrary thereof, no defaulting lender has the right to approve or refuse any modification, waiver or consent below (and any modification, waiver or consent that, under its terms, requires the agreement of all relevant lenders or lenders, may be made with the agreement of lenders that are not defaulting lenders). except that (x) the obligation of a defaulting lender may not be increased or extended without the agreement of the lender and (y) any waiver, modification or modification requiring the agreement of all relevant lenders or lenders which, on their terms, disproportionately affects a defaulting lender compared to other relevant lenders, requires the agreement of such defaulting lender. . . .

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