Safeway (SWY)

11.1 Appointment; Delegation.

Deutsche Bank is hereby appointed Administrative Agent and a Primary Agent and Bank of America, JPMorgan and each Joint Lead Arranger is hereby appointed a Primary Agent for the purposes of this Agreement and the other Loan Documents and each Lender hereby authorizes each Primary Agent to act as its agent in accordance with the terms of this Agreement and the other Loan Documents. Each Primary Agent agrees to act upon the express conditions contained in this Agreement and the other Loan Documents, as applicable. The provisions of this Section 11 are solely for the benefit of Agents and Lenders and no Loan Party shall have any rights as a third party beneficiary of any of the provisions thereof (except for the consent right in subsection 11.5A). In performing its functions and duties under this Agreement, each Agent shall act solely as an agent of Lenders and does not assume and shall not be deemed to have assumed any obligation towards or relationship of agency or trust with or for Company or any of its Subsidiaries.

Borrowers and the Lenders hereby acknowledge and agree the Agents are neither agents or fiduciaries of any Borrower or any Lender, and such Persons in such capacities shall have no rights, duties or responsibilities hereunder or under the other Loan Documents except those applicable to Lenders generally and except as set forth in subsection 13.1.

Each Primary Agent may execute any of its duties under this Agreement or any other Loan Document by or through agents, employees or attorneys-in-fact appointed by such Primary Agent. Each Primary Agent and any such sub-agent may perform any and all of the duties of such Primary Agent and exercise the rights and powers of such Primary Agent by or through their respective Affiliates and the partners, directors, officers, employees, agents and advisors of such Person and of such Person’s Affiliates (“Related Parties”). The exculpatory provisions of this Article shall apply to any such sub-agent and to the Related Parties of the Primary Agents and any such sub-agent, and shall apply to their respective activities in

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connection with the syndication of the credit facilities provided for herein as well as other activities as Joint Lead Arrangers or activities as Administrative Agent, as the case may be.