Sunoco 2013 Annual Report Download - page 251

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acceptance of such appointment by the Lender selected by the Borrower; provided, however, that
no failure by the Borrower to appoint any such successor shall affect the resignation of the resigning
Lender as LC Issuer or Swingline Lender, as the case may be. If a Lender resigns as a LC Issuer,
it shall retain all the rights, powers, privileges and duties of a LC Issuer hereunder with respect to
all Letters of Credit outstanding as of the effective date of its resignation as a LC Issuer and all LC
Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans
or fund risk participations in Matured LC Obligations pursuant to Section 2.09). If a Lender resigns
as Swingline Lender, it shall retain all the rights of the Swingline Lender provided for hereunder
with respect to Swingline Loans made by it and outstanding as of the effective date of such
resignation, including the right to require the Lenders to make Base Rate Loans or fund risk
participations in outstanding Swingline Loans pursuant to Section 2.02(b). Upon the appointment
of a successor LC Issuer and/or Swingline Lender, (a) such successor shall succeed to and become
vested with all of the rights, powers, privileges and duties of the retiring LC Issuer or Swingline
Lender, as the case may be, and (b) the successor LC Issuer shall issue letters of credit in substitution
for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements
satisfactory to the resigning LC Issuer to effectively assume the obligations of the resigning LC
Issuer with respect to such Letters of Credit.
10.07 Treatment of Certain Information; Confidentiality. Each of the Administrative
Agent, the Lenders and LC Issuers agrees to maintain the confidentiality of the Information (as
defined below), except that Information may be disclosed (a) to its Affiliates and to its and its
Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors and
representatives (it being understood that the Persons to whom such disclosure is made will be
informed of the confidential nature of such Information and instructed to keep such Information
confidential), (b) to the extent requested by any regulatory authority (including any self-regulatory
authority) purporting to have jurisdiction over it or its Affiliates or to any such regulatory authority
in accordance with such Lender’s regulatory compliance policy, (c) to the extent required by
applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party
hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan
Document or any action or proceeding relating to this Agreement or any other Loan Document or
the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions
substantially the same as those of this Section, to (i) any assignee of or Participant in, or any
prospective assignee of or Participant in, any of its rights or obligations under this Agreement or
any Eligible Assignee invited to be a Lender pursuant to Section 2.17 or (ii) any actual or prospective
counterparty (or its advisors) to any swap or derivative transaction relating to a Loan Party and its
obligations or to any credit insurance provider relating to a Loan Party and its Obligations, (g) with
the consent of the Borrower, (h) on a confidential basis to (i) any rating agency in connection with
rating the MLP or its Subsidiaries or the Indebtedness under this Agreement, or (ii) the CUSIP
Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP
numbers with respect to the credit facility established by this Agreement; or (i) to the extent such
Information (x) becomes publicly available other than as a result of a breach of this Section or
(y) becomes available to the Administrative Agent, any Lender, any LC Issuer or any of their
respective Affiliates on a nonconfidential basis from a source other than the Borrower.