Common use of Administrative Lender's Obligations Clause in Contracts

Administrative Lender's Obligations. (a) Administrative Lender makes no representation or warranty, and assumes no responsibility with respect to the validity, legality, sufficiency or enforceability of any Application or any document relative thereto or to the collectibility thereunder. Administrative Lender assumes no responsibility for the financial condition of the Borrower and its Subsidiaries or for the performance of any obligation of the Borrower. Administrative Lender may use its discretion with respect to exercising or refraining from exercising any rights, or taking or refraining from taking any action which may be vested in it or which it may be entitled to take or assert with respect to any Letter of Credit or any Application. (b) Except as set forth in subsection (c) below, Administrative Lender shall be under no liability to any Lender, with respect to anything the Administrative Lender may do or refrain from doing in the exercise of its judgment, the sole liability and responsibility of Administrative Lender being to handle each Lender's share on as favorable a basis as Administrative Lender handles its own share and to promptly remit to each Lender its share of any sums received by Administrative Lender under any Application. Administrative Lender shall have no duties or responsibilities except those expressly set forth herein and those duties and liabilities shall be subject to the limitations and qualifications set forth herein. (c) Neither Administrative Lender nor any of its directors, officers, or employees shall be liable for any action taken or omitted (whether or not such action taken or omitted is expressly set forth herein) under or in connection herewith or any other instrument or document in connection herewith, except for gross negligence or willful misconduct, and no Lender waives its right to institute legal action against Administrative Lender for wrongful payment of any Letter of Credit due to Administrative Lender's gross negligence or willful misconduct. Administrative Lender shall incur no liability to any Lender, the Borrower or any Affiliate of the Borrower or Lender in acting upon any notice, document, order, consent, certificate, warrant or other instrument reasonably believed by Administrative Lender to be genuine or authentic and to be signed by the proper party.

Administrative Lender's Obligations. (a) Administrative Lender makes no representation or warranty, and assumes no responsibility with respect to the validity, legality, sufficiency or enforceability of any Application or any document relative thereto or to the collectibility thereunder. Administrative Lender assumes no responsibility for the financial condition of the Borrower and its Subsidiaries or for the performance of any obligation of the Borrower. Administrative Lender may use its discretion with respect to exercising or refraining from exercising any rights, or taking or refraining from taking any action which may be vested in it or which it may be entitled to take or assert with respect to any Letter of Credit or any Application. (b) Except as set forth in subsection (c) below, Administrative Lender shall be under no liability to any Lender, with respect to anything the Administrative Lender may do or refrain from doing in the exercise of its judgment, the sole liability and responsibility of Administrative Lender being to handle each Lender's share on as favorable a basis as Administrative Lender handles its own share and to promptly remit to each Lender its share of any sums received by Administrative Lender under any Application. Administrative Lender shall have no duties or responsibilities except those expressly set forth herein and those duties and liabilities shall be subject to the limitations and qualifications set forth herein. (c) Neither Administrative Lender nor any of its directors, officers, or employees shall be liable for any action taken or omitted (whether or not such action taken or omitted is expressly set forth herein) under or in connection herewith or any other instrument or document in connection herewith, except for gross negligence or willful misconduct, and no Lender waives its right to institute legal action against Administrative Lender for wrongful payment of any Letter of Credit due to Administrative Lender's gross negligence or willful misconduct. Administrative Lender shall incur no liability to any Lender, the Borrower or any Affiliate of the Borrower or Lender in acting upon any notice, document, order, consent, certificate, warrant or other instrument reasonably believed by Administrative Lender to be genuine or authentic and to be signed by the proper party.