Common use of Collateral Duties Clause in Contracts

Collateral Duties. (a) Except for action expressly required of the Administrative Agent hereunder and under the other Basic Documents, the Administrative Agent shall in all cases be fully justified in refusing to act hereunder and thereunder unless it shall be further indemnified to its satisfaction by the Lenders and the Issuing Banks proportionately in accordance with the Obligations then due and payable to each of them against any and all liability and expense that may be incurred by it by reason of taking or continuing to take any such action. (b) Except as expressly provided herein, the Administrative Agent shall have no duty to take any affirmative steps with respect to the collection of amounts payable in respect of the Collateral. The Administrative Agent shall incur no liability as a result of any private sale of the Collateral. (c) The Lenders and the Issuing Banks hereby consent, and agree upon written request by the Collateral Agent or the Administrative Agent to execute and deliver such instruments and other documents as the Collateral Agent or Administrative Agent may deem desirable to confirm such consent, to the release of the Liens on any of the Collateral, including any release in connection with any sale, transfer or other disposition of the Collateral or any part thereof in accordance with the Basic Documents. (d) The parties hereto acknowledge that each of the Collateral Agent and the Administrative Agent shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which the Collateral Agent or the Administrative Agent, as the case may be, accords its own property, it being understood that none of the Collateral Agent, the Administrative Agent, any Lender or any Issuing Bank shall have responsibility for (a) ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or other matters relative to any Collateral, whether or not the Collateral Agent, Administrative Agent, any Lender or any Issuing Bank has or is deemed to have knowledge of such matters, or (b) taking any necessary steps to preserve rights against any parties with respect to any Collateral.

Collateral Duties. (a) Except for action expressly required of the Administrative Agent hereunder and under the other Basic Documents, the Administrative Agent shall in all cases be fully justified in refusing to act hereunder and thereunder unless it shall be further indemnified to its satisfaction by the Lenders and the Issuing Banks proportionately in accordance with the Obligations then due and payable to each of them against any and all liability and expense that may be incurred by it by reason of taking or continuing to take any such action. (b) Except as expressly provided herein, the Administrative Agent shall have no duty to take any affirmative steps with respect to the collection of amounts payable in respect of the Collateral. The Administrative Agent shall incur no liability as a result of any private sale of the Collateral. (c) The Lenders and the Issuing Banks hereby consent, and agree upon written request by the Collateral Agent or the Administrative Agent to execute and deliver such instruments and other documents as the Collateral Agent or Administrative Agent may deem desirable to confirm such consent, to the release of the Liens on any of the Collateral, including any release in connection with any sale, transfer or other disposition of the Collateral or any part thereof in accordance with the Basic Documents. (d) The parties hereto acknowledge that each of the Collateral Agent and the Administrative Agent shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which the Collateral Agent or the Administrative Agent, as the case may be, accords its own property, it being understood that none of the Collateral Agent, the Administrative Agent, Agent or any Lender or any Issuing Bank shall have responsibility for (a) ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or other matters relative to any Collateral, whether or not the Collateral Agent, Administrative Agent, Agent or any Lender or any Issuing Bank has or is deemed to have knowledge of such matters, or (b) taking any necessary steps to preserve rights against any parties with respect to any Collateral.

Collateral Duties. (a) Except for action expressly required of the Administrative Agent hereunder and under the other Basic Security Documents, the Administrative Agent shall in all cases be fully justified in refusing to act hereunder and thereunder unless it shall be further indemnified to its satisfaction by the Lenders and the Issuing Banks proportionately in accordance with the Obligations then due and payable to each of them against any and all liability and expense that may be incurred by it by reason of taking or continuing to take any such action. (b) Except as expressly provided herein, the Administrative Agent shall have no duty to take any affirmative steps with respect to the collection of amounts payable in respect of the Collateral. The Administrative Agent shall incur no liability as a result of any private sale of the Collateral. (c) The Lenders and the Issuing Banks hereby consent, and agree upon written request by the Collateral Agent or the Administrative Agent to execute and deliver such instruments and other documents as the Collateral Agent or Administrative Agent may deem desirable to confirm such consent, to the release of the Credit Agreement ---------------- - 102 - Liens on any of the Collateral, including any release in connection with any sale, transfer or other disposition of the Collateral or any part thereof in accordance with the Basic Loan Documents. (d) The parties hereto acknowledge that each of the Collateral Agent and the Administrative Agent shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which the Collateral Agent or the Administrative Agent, as the case may be, accords its own property, it being understood that none of the Collateral Agent, the Administrative Agent, any Lender or any Issuing Bank shall have responsibility for (a) ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or other matters relative to any Collateral, whether or not the Collateral Agent, Administrative Agent, any Lender or any Issuing Bank has or is deemed to have knowledge of such matters, or (b) taking any necessary steps to preserve rights against any parties with respect to any Collateral.

Collateral Duties. (a) Except for action expressly required of the Administrative Agent hereunder and under the other Basic Loan Documents, the Administrative Agent shall in all cases be fully justified in refusing to act hereunder and thereunder unless it shall be further indemnified to its satisfaction by the Lenders and the Issuing Banks proportionately in accordance with the Obligations then due and payable to each of them against any and all liability and expense that may be incurred by it by reason of taking or continuing to take any such action. (b) Except as expressly provided herein, the Administrative Agent shall have no duty to take any affirmative steps with respect to the collection of amounts payable in respect of the Collateral. The Administrative Agent shall incur no liability as a result of any private sale of the Collateral. (c) The Lenders and the Issuing Banks hereby consent, and agree upon written request by the Collateral Agent or the Administrative Agent to execute and deliver such instruments and other documents as the Collateral Agent or Administrative Agent may deem desirable to confirm such consent, to the release of the Liens on any of the Collateral, including any release in connection with any sale, transfer or other disposition Asset Sale of the Collateral or any part thereof consummated in accordance with the Basic Loan Documents. (d) The parties hereto acknowledge that each of the Collateral Agent and the Administrative Agent shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which the Collateral Administrative Agent or the Administrative Agent, as the case may be, accords its own property, it being understood that none of the Collateral Agent, neither the Administrative Agent, Agent nor any Lender or any Issuing Bank shall have responsibility for (a1) ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or other matters relative to any Collateral, whether or not the Collateral Agent, Administrative Agent, any Lender or any Issuing Bank has or is deemed to have knowledge of such matters, or (b2) taking any necessary steps to preserve rights against any parties with respect to any Collateral.