As consideration for the Commitments, you hereby retain and will cause your affiliates to retain (i) MLPFS or its respective designee to act as sole lead arranger and sole bookrunner in connection with the Facilities (in such capacities, the “ Arranger ” and), and (ii) Bank of America or its designees to act as sole administrative agent and sole collateral agent in connection with the Facilities. It is further agreed that MLPFS will have “left side” designation and shall appear on the top left of any offering or marketing materials in respect of the Facilities and shall hold the leading role and responsibilities associated with such designation, including maintaining sole “physical books” and syndication rights in respect of the Facilities. You further agree that no other titles shall be awarded and no compensation (other than that expressly contemplated by the Debt Financing Letters) shall be paid in order to obtain any commitments with respect to the Facilities, unless you and each of us shall reasonably agree; provided that the parties hereto acknowledge and agree that the Commitment Parties may share all or a portion of the fees payable to them in connection with the Debt Financing with one or more persons with whom any Commitment Party has entered into a participation agreement on the date hereof with respect to any portion of the Commitments.