Common use of Credit appraisal by the Finance Parties Clause in Contracts

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Document, each Finance Party confirms to the Facility Agent and the Mandated Lead Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, or in connection with, any Transaction Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, or in connection with, any Transaction Document, the Security Property, the transactions contemplated by the Transaction Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (d) the adequacy, accuracy or completeness of any information provided by the Facility Agent, any Party or by any other person under, or in connection with, any Transaction Document, the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (e) the right or title of any person in or to or the value or sufficiency of any part of the Security Assets, the priority of any of the Transaction Security or the existence of any Security affecting the Security Assets.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Document, each Finance Party confirms to the Facility Agent and the Mandated Lead Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, or in connection with, any Transaction Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, or in connection with, any Transaction Document, the Security Property, the transactions contemplated by the Transaction Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (d) the adequacy, accuracy or completeness of any information provided by the Facility Agent, any Party or by any other person under, or in connection with, any Transaction Document, the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (e) the right or title of any person in or to or the value or sufficiency of any part of the Security Assets, the priority of any of the Transaction Security or the existence of any Security affecting the Security Assets.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Finance Document, each Finance Party Lender confirms to the Facility Agent, the Security Agent and the Mandated Lead Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, under or in connection with, with any Transaction Finance Document including but not limited to: (a) the financial condition, status and nature of each member of the Group, the Diavik Joint Venture, the Manager, Kinross or the Diavik Diamond Mine; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Security Property Finance Document and any other agreement, Security, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security PropertyFinance Document; (c) whether that Finance Party Lender or the Hedging Counterparty has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, under or in connection with, with any Transaction Finance Document, the Security Property, the transactions contemplated by the Transaction Finance Documents or any other agreement, Security, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security PropertyFinance Document; (d) the ownership, value or sufficiency of any of the Charged Assets, the adequacy or priority of any Security expressed to be created by or pursuant to, or to be evidenced in, any Security Document, the right or title of any person in or to any of the Charged Assets or the existence of any Security affecting the same; (e) the adequacy, accuracy or and/or completeness of the Information Memorandum, if any, and any other information provided by the Facility Agent, the Security Agent, any Party or by any other person under, under or in connection with, with any Transaction Finance Document, the transactions contemplated by any Transaction Document the Finance Documents or any other agreement, Security, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Finance Document; and (ef) the right or title adequacy, accuracy and/or completeness of any person in or communication delivered to or the value or sufficiency of any part of the Security Assets, the priority of it under any of the Transaction Finance Documents, any legal or other opinions, reports, valuations, certificates, appraisals or other documents delivered or made or required to be delivered or made at any time in connection with any of the Finance Documents or any other report or other document, statement or information circulated, delivered or made, whether orally or otherwise and whether before, on or after the date of this Agreement, and each Finance Party has not relied upon any representation or statement made by the Facility Agent, the Security Agent or the existence of Arranger as being an inducement to enter into any Security affecting the Security AssetsFinance Document.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Finance Document, each other Finance Party confirms to the Facility Agent, the Security Agent and the Mandated Lead Arranger Arrangers that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, under or in connection with, with any Transaction Finance Document including but not limited to: (a) the financial condition, status and nature of each member of the GroupObligor; (b) the legality, validity, effectiveness, adequacy or enforceability of any Finance Document, the Transaction DocumentSecurity, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document, the Transaction Document Security or the Security Property; (c) the application of any Basel Regulation to the transactions contemplated by the Finance Documents; (d) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, under or in connection withwith any Finance Document, any the Transaction DocumentSecurity, the Security Property, the transactions contemplated by the Transaction Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document, the Transaction Document Security or the Security Property; (de) the adequacy, accuracy or completeness of any information provided by the Facility Agent, the Security Agent, the Mandated Lead Arrangers or any other Party or by any other person under, ​ ​ ​ under or in connection with, with any Transaction Finance Document, the transactions contemplated by any Transaction Finance Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Finance Document; and (ef) the right or title of any person in or to to, or the value or sufficiency of of, any part of the Security AssetsCharged Property, the priority of any of the Transaction Security or the existence of any Security Interest affecting the Security AssetsCharged Property.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Document, each Finance Party confirms to the Facility Agent and the Mandated Lead Arranger Bookrunner that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, or in connection with, any Transaction Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, or in connection with, any Transaction Document, the Security Property, the transactions contemplated by the Transaction Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (d) the adequacy, accuracy or completeness of any information provided by the Facility Agent, any Party or by any other person under, or in connection with, any Transaction Document, the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (e) the right or title of any person in or to or the value or sufficiency of any part of the Security Assets, the priority of any of the Transaction Security or the existence of any Security affecting the Security Assets.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Document, Document and each Finance Party confirms to the Facility Mezzanine Agent, the Mezzanine Security Agent and the Mandated Lead Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, under or in connection withwith any Finance Document, any Transaction Document including including, but not limited to: (a) the financial condition, status and nature of each member of the GroupObligor; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Finance Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Finance Document or the Security Property; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, under or in connection with, with any Transaction Document, the Security Property, the transactions contemplated by the Transaction Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (d) the adequacy, accuracy or completeness of the Property Reports and any other information provided by the Facility Mezzanine Agent, the Mezzanine Security Agent, any Party or by any other person under, under or in connection with, with any Transaction Document, Document or the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (e) the right or title of any person in or to to, or the value or sufficiency of any part of of, the Security Assets, the priority of any of the Transaction Security or the existence of any Security affecting the Security Assets.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Finance Document, each Finance Party confirms to the Senior Secured Credit Facility Agreement each Agent and the Mandated Lead Arranger Arrangers that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, under or in connection with, with any Transaction Finance Document including but not limited towithout limitation: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Finance Document, the Transaction Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Finance Document or the Security PropertyTransaction Security; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, under or in connection with, with any Transaction Finance Document, the Security PropertyTransaction Security, the transactions contemplated by the Transaction Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security PropertyFinance Document; (d) the adequacy, accuracy or and/or completeness of the Information Memorandum and any other information provided by the Facility Agents, the Security Agent, any Party or by any other person under, under or in connection with, with any Transaction Finance Document, the transactions contemplated by any Transaction Document the Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Finance Document; and (e) the right or title of any person in or to to, or the value or sufficiency of any part of the Security AssetsSecured Property, the priority of any of the Transaction Security or the existence of any Security affecting the Security AssetsSecured Property.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor or any Approved Manager for information supplied by it or on its behalf in connection with any Transaction DocumentDocument to which it is a party, each Finance Party confirms to the Facility Agent and the Mandated Lead Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, or in connection with, any Transaction Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, or in connection with, any Transaction Document, the Security Property, the transactions contemplated by the Transaction Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (d) the adequacy, accuracy or completeness of any information provided by the Facility Agent, any Party or by any other person under, or in connection with, any Transaction Document, the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (e) the right or title of any person in or to or the value or sufficiency of any part of the Security Assets, the priority of any of the Transaction Security or the existence of any Security affecting the Security Assets.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Finance Document, each Finance Party confirms to the Facility Administrative Agent and the Mandated Lead Arranger each Creditor’s Representative under a Syndicated Bank Facility that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, under or in connection with, with any Transaction Finance Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Finance Document and the Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Finance Document or the Security PropertyTransaction Security; (c) whether that Finance Secured Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, under or in connection with, with any Transaction Finance Document, the Security PropertyTransaction Security, the transactions contemplated by the Transaction Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security PropertyFinance Document; (d) the adequacy, accuracy or and/or completeness of any information provided by the Facility Administrative Agent, any Party or by any other person under, under or in connection with, with any Transaction Finance Document, the transactions contemplated by any Transaction Document the Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Finance Document; and; (e) the right or title of any person in or to to, or the value or sufficiency of any part of the Security AssetsCharged Property, the priority of any of the Transaction Security or the existence of any Security affecting the Security AssetsCharged Property; and (f) the legality, validity, effectiveness, adequacy or enforceability of any action taken or made in connection with any Syndicated Bank Facility or other Finance Document.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Document, each Finance Party confirms to the Facility Agent and the Mandated Lead Arranger Arrangers that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, or in connection with, any Transaction Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, or in connection with, any Transaction Document, the Security Property, the transactions contemplated by the Transaction Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (d) the adequacy, accuracy or completeness of any information provided by the Facility Agent, any Party or by any other person under, or in connection with, any Transaction Document, the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (e) the right or title of any person in or to or the value or sufficiency of any part of the Security Assets, the priority of any of the Transaction Security or the existence of any Security affecting the Security Assets.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor or an Approved Manager for information supplied by it or on its behalf in connection with any Transaction Document, each Finance Party confirms to the Facility Security Agent and the Mandated Lead Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, or in connection with, any Transaction Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, or in connection with, any Transaction Document, the Security Property, the transactions contemplated by the Transaction Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (d) the adequacy, accuracy or completeness of any information provided by the Facility Security Agent, any Party or by any other person under, or in connection with, any Transaction Document, the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (e) the right or title of any person in or to or the value or sufficiency of any part of the Security Assets, the priority of any of the Transaction Security or the existence of any Security affecting the Security Assets.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Finance Document, each Finance Party confirms to the Facility Agent Agent, each Arrangers, each Issuing Bank, the Security Agent, each Fronting Ancillary Lender and the Mandated Lead Arranger each Ancillary Lender that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, under or in connection with, with any Transaction Finance Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Finance Document and the Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Finance Document or the Security PropertyTransaction Security; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, under or in connection with, with any Transaction Finance Document, the Security PropertyTransaction Security, the transactions contemplated by the Transaction Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security PropertyFinance Document; (d) the adequacy, accuracy or and/or completeness of the Information Memorandum, the Reports and any other information provided by the Facility Agent, the Security Agent, any Party or by any other person under, under or in connection with, with any Transaction Finance Document, the transactions contemplated by any Transaction Document the Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Finance Document; and (e) the right or title of any person in or to to, or the value or sufficiency of any part of the Security AssetsCharged Property, the priority of any of the Transaction Security or the existence of any Security affecting the Security AssetsCharged Property.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Document, each Finance Party confirms to the Facility Agent and the Mandated Lead Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, or in connection with, any Transaction Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, or in connection with, any Transaction Document, the Security Property, the transactions contemplated by the Transaction Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (d) the adequacy, accuracy or completeness of any other information provided by the Facility Agent, any Party or by any other person under, or in connection with, any Transaction Document, the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (e) the right or title of any person in or to or the value or sufficiency of any part of the Security Assets, the priority of any of the Transaction Security or the existence of any Security affecting the Security Assets.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Document, each Finance Party confirms to the Facility Agent and the Mandated Lead Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, or in connection with, any Transaction Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, or in connection with, any Transaction Document, the Security Property, the transactions contemplated by the Transaction Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document or the Security Property; (d) the adequacy, accuracy or completeness of any other information provided by the Facility Agent, any Party or by any other person under, or in connection with, any Transaction Document, the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (e) the right or title of any person in or to or the value or sufficiency of any part of the Security Assets, the priority of any of the Transaction Security or the existence of any Security affecting the Security Assets.

Credit appraisal by the Finance Parties. Without affecting the responsibility of any Transaction Obligor for information supplied by it or on its behalf in connection with any Transaction Finance Document, each other Finance Party confirms to the Facility Agent Agent, the Security Agent, the Co-ordinator and the Mandated Lead Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under, under or in connection withwith any Finance Document, any Transaction Document including but not limited to: (a) the financial condition, status and nature of each member of the GroupObligor and other Group Member; (b) the legality, validity, effectiveness, adequacy or enforceability of any Transaction Document, the Transaction Security, the Security Property and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document Document, the Transaction Security or the Security Property; (c) the application of any Basel II Regulation or Basel III Regulation to the transactions contemplated by the Finance Documents; (d) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under, under or in connection withwith any Finance Document, any the Transaction DocumentSecurity, the Security Property, the transactions contemplated by the Transaction Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document, the Transaction Document Security or the Security Property; (de) the adequacy, accuracy or completeness of any information provided by the Facility Agent, the Security Agent, the Arranger, the Co-ordinator or any other Party or by any other person under, under or in connection with, with any Transaction Document, the transactions contemplated by any Transaction Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Transaction Document; and (ef) the right or title of any person in or to to, or the value or sufficiency of of, any part of the Security AssetsCharged Property, the priority of any of the Transaction Security or the existence of any Security Interest affecting the Security AssetsCharged Property.