Kodak 2011 Annual Report Download - page 249

Each Lender hereby further irrevocably appoints Citicorp North America, Inc. to act on its behalf as Collateral Agent hereunder and under the other Loan
Documents and authorizes the Collateral Agent to take such actions on its behalf and to exercise such powers as are delegated to the Collateral Agent by the
terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The Collateral Agent shall act on behalf of the Lenders
and shall have all of the benefits and immunities (i) provided to the Agent in this Article VII with respect to any acts taken or omissions suffered by the
Collateral Agent in connection with its activities in such capacity as fully as if the term “Agent” as used in this Article VII included the Collateral Agent
with respect to such acts or omissions, and (ii) as additionally provided herein with respect to the Collateral Agent.
(b) The provisions of this Article are solely for the benefit of the Agent, the Issuing Banks, the Collateral Agent and the Lenders, and
neither any Borrower nor any other Loan Party shall have rights as a third party beneficiary of any of such provisions.
SECTION 7.02. Agent Individually . (a) The Person serving as the Agent hereunder shall have the same rights and powers in its
capacity as a Lender as any other Lender and may exercise the same as though it were not the Agent and the term “Lender” or “Lenders” shall, unless
otherwise expressly indicated or unless the context otherwise requires, include the Person serving as the Agent hereunder in its individual capacity. Such
Person and its Affiliates may accept deposits from, lend money to, act as the financial advisor or in any other advisory capacity for and generally engage in
any kind of business with the Borrowers or any of their Subsidiaries or other Affiliate thereof as if such Person were not the Agent hereunder and without
any duty to account therefor to the Lenders.
(b) Each Lender understands that the Person serving as Agent, acting in its individual capacity, and its Affiliates (collectively, the “
Agent’s Group ”) are engaged in a wide range of financial services and businesses (including investment management, financing, securities trading,
corporate and investment banking and research) (such services and businesses are collectively referred to in this Section 7.02 as “ Activities ”) and may
engage in the Activities with or on behalf of one or more of the Loan Parties or their respective Affiliates. Furthermore, the Agent’s Group may, in
undertaking the Activities, engage in trading in financial products or undertake other investment businesses for its own account or on behalf of others
(including the Loan Parties and their Affiliates and including holding, for its own account or on behalf of others, equity, debt and similar positions in the
Borrowers, another Loan Party or their respective Affiliates), including trading in or holding long, short or derivative positions in securities, loans or other
financial products of one or more of the Loan Parties or their Affiliates. Each Lender understands and agrees that in engaging in the Activities, the Agent’s
Group may receive or otherwise obtain information concerning the Loan Parties or their Affiliates (including information concerning the ability of the Loan
Parties to perform their respective Obligations hereunder and under the other Loan Documents) which information may not be available to any of the
Lenders that are not members of the Agent’s Group. None of the Agent nor any member of the Agent’s Group shall have any duty to disclose to any
Lender or use on behalf of the Lenders, and shall not be liable for the failure to so disclose or use, any information whatsoever about or derived from the
Activities or otherwise (including any information concerning the business, prospects, operations, property, financial and other condition or
creditworthiness of any Loan Party or any Affiliate of any Loan Party) or to account for any revenue or profits obtained in connection with the Activities,
except that the Agent shall deliver or otherwise make available to each Lender such documents as are expressly required by any Loan Document to be
transmitted by the Agent to the Lenders.
(c) Each Lender further understands that there may be situations where members of the Agent’s Group or their respective customers
(including the Loan Parties and their Affiliates) either now have or may in the future have interests or take actions that may conflict with the interests of any
one or more of the Lenders (including the interests of the Lenders hereunder and under the other Loan
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