Common use of Credit Decision; Disclosure of Information by Administrative Agent Clause in Contracts

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower and the other Loan Parties hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender Bank acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender Bank as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges Bank represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender Bank also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders Banks by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender Bank with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any confirmation of any Applicant Borrower as a Swingline Borrower pursuant to Section 2.14(b), any Applicant Revolving Borrower as a Revolving Borrower pursuant to Section 2.16(a) or any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and the Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement Agreement, to extend credit to the Borrowers and to extend credit to a any Swingline Borrower hereunderpursuant to Section 2.14 or to any Revolving Borrower pursuant to Section 2.16, which credit is supported by the Guaranty. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide provide, and shall not be liable for the failure to provide, any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender Holder acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower the Company or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender Holder as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges Holder represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Company and its Affiliates, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower the Company hereunder. Each Lender Holder also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Note Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Company. Except for notices, reports and other documents expressly required to be furnished to the Lenders Holders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender Holder with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Company or any of its Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and participant acknowledges that no Administrative Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofof its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person to any Lender or participant as to any matter, including whether Administrative Agent-Related Persons have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, and each participant represents to Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and its Subsidiaries and Affiliates, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender and participant also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and its Subsidiaries and Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent hereinherein (which shall include the notices, the reports and other documents described in Section 6.02), Administrative Agent shall not have any duty or responsibility to provide any Lender or participant with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Subsidiaries or Affiliates which may come into the possession of any Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-neither the Administrative Agent nor any Related Person Party of the Administrative Agent has made any representation or warranty to it, and that no act by the Administrative Agent hereafter or any Related Party thereof hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of the Parent or any Borrower Restricted Subsidiary or any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Administrative Agent or any Agent-Related Person Party thereof to any Lender as to any matter, including whether Agent-the Administrative Agent or the Related Persons Parties thereof have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon the Administrative Agent or any Agent-Related Person Party thereof and based on such documents and information as it has deemed appropriate, made its own appraisal of of, and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each the Borrower, any Guarantor and their respective Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon the Administrative Agent or any Agent-Related Person Party thereof and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Borrower and the other Loan Parties. In this regard, each BorrowerLender acknowledges that Xxxxxx & Xxxxxxx LLP is acting in this transaction as counsel to the Administrative Agent. Each other party hereto will consult with its own legal counsel to the extent that it deems necessary in connection with the Loan Documents and the matters contemplated therein. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of the Administrative Agent or any Related Party of the Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any the Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and its Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any the Borrower or any of its Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-neither the Administrative Agent nor any Related Person Party of the Administrative Agent has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereof, Related Party thereof shall be deemed to constitute any representation or warranty by any Agent-the Administrative Agent or such Related Person Party to any Lender as to any matter, including whether Agent-the Administrative Agent or the Related Persons Parties thereof have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon the Administrative Agent or any Agent-Related Person and based on such documents and information as it has deemed appropriate, Party thereof made its own appraisal of of, and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each the Borrower, the Guarantors and their respective Affiliates, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon the Administrative Agent or any Agent-Related Person Party thereof and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of the Administrative Agent or any Agent-Related PersonParty thereof.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and participant acknowledges that no Administrative Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Party or any Affiliate thereofof its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person to any Lender or participant as to any matter, including whether Administrative Agent-Related Persons have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, and each participant represents to Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerany Borrower Party and its Subsidiaries and Affiliates, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a any Borrower Party hereunder. Each Lender and participant also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerany Borrower Party and its Subsidiaries and Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender or participant with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower Party or any of its Subsidiaries or Affiliates which may come into the possession of any Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender expressly acknowledges that no Agent-Related Person has made any representation representations or warranty warranties to it, it and that no act by the Administrative any Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether any Agent-Related Persons have person has disclosed material information in their its possession. Each Lender acknowledges represents to the Agents that it has, independently and without reliance upon any Agent-Related Person or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospectsassets, operations, property, financial and other condition condition, prospects and creditworthiness of each any Borrower, and all applicable bank or other regulatory Laws relating requirements of Law pertaining to the transactions contemplated herebyTransaction, and made its own decision to make its Loans hereunder and enter into this Agreement and to extend credit to a Borrower hereunderAgreement. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations investigation as it deems necessary to inform itself as to the business, prospectsassets, operations, property, financial and other condition conditions, prospects and creditworthiness of each any Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent hereinhereunder, the Administrative Agent Agents shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospectsoperations, operationsassets, property, financial and or other condition conditions, prospects or creditworthiness of any Borrower or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person Party of Administrative Agent has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person Party of Administrative Agent to any Lender as to any matter, including whether Agent-such Related Persons Party of Administrative Agent have disclosed material information in their possession. Each Lender acknowledges represents to Administrative Agent that it has, independently and without reliance upon any Agent-Related Person Party of Administrative Agent and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and its Affiliates, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunderunder this Agreement. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person Party of Administrative Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any of Borrower or any of its Affiliates which may come into the possession of any Related Party of Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender Bank acknowledges that no none of the Agent-Related Person Persons has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofthe Company and its Subsidiaries, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender Bank as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges Bank represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Company and its Subsidiaries, and all applicable bank or other Bank regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower the Company hereunder. Each Lender Bank also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Administrative Agent hereinAgent, the Administrative Agent shall not have any duty or responsibility to provide any Lender Bank with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates the Company which may come into the possession of any of the Agent-Related PersonPersons.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Administrative Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofQwest Entity, shall be deemed to constitute any representation or warranty by the Administrative Agent or any Agent-Related other Person to any Lender as to any matter, including whether Administrative Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Qwest Entities, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsAgreement, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Qwest Entities. Except for the notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates the Qwest Entities which may come into the possession of any Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person Agent Party has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Credit Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person Agent Party to any Lender as to any matter, including whether Agent-Related Persons Agent Parties have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person Agent Party and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Credit Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Credit Agreement and to extend credit to a the Borrower and the other Credit Parties hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person Agent Party and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Credit Agreement and the other Loan Fundamental Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Credit Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Credit Parties or any of its their respective Affiliates which that may come into the possession of any Agent-Related PersonAgent Party.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any confirmation of any Applicant Borrower as a Swingline Borrower pursuant to Section 2.14(b) or any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and the Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement Agreement, to extend credit to the Borrowers and to extend credit to a any Swingline Borrower hereunderpursuant to Section 2.14, which credit is supported by the Guaranty. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Company or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition condition, and creditworthiness of each BorrowerCompany, and all applicable bank or other regulatory Laws Legal Requirements relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals appraisals, and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition condition, and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition condition, or creditworthiness of any Borrower of the Companies or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and the applicable L/C Issuer acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender or such L/C Issuer as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges and the applicable L/C Issuer represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Restricted Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower the Borrowers and the other Loan Parties hereunder. Each Lender and the applicable L/C Issuer also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrowers and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders or the applicable L/C Issuer by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender or such L/C Issuer with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. (a) Each Lender acknowledges that no Agent-neither Administrative Agent nor any Related Person Party of Administrative Agent has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofand Guarantor, shall be deemed to constitute any representation or warranty by Administrative Agent or any Agent-Related Person Party of Administrative Agent to any Lender Lenders as to any matter, including whether Agent-Administrative Agent or any Related Persons Party of Administrative Agent have disclosed material information in their possession. Each Lender acknowledges represents to Administrative Agent that it has, independently and without reliance upon Administrative Agent or any Agent-Related Person Party of Administrative Agent and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and Guarantor, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower Borrowers and Guarantor hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon Administrative Agent or any Agent-Related Person Party of Administrative Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of any Borrower and Guarantor. (b) Administrative Agent promptly after its receipt shall provide each Borrower. Except for Lender such notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein. To the extent not already available to a Lender, Administrative Agent shall also provide each Lender and/or make available for such Lender’s inspection during reasonable business hours and at such Lender’s expense, promptly after such Lender’s written request therefor: (i) copies of the Loan Documents; (ii) such information as is then in Administrative Agent’s possession in respect of the current status of principal and interest payments and accruals in respect of the Loan; (iii) copies of all current financial statements in respect of any Borrower, Guarantor or other Person liable for payment or performance by Borrowers of any obligations under the Loan Documents, then in Administrative Agent’s possession with respect to the Loan; and (iv) other current factual information then in Administrative Agent’s possession with respect to the Loan and bearing on the continuing creditworthiness of Borrowers or Guarantor, or any of their respective Affiliates; provided that nothing contained in this Section shall impose any liability upon Administrative Agent for its failure to provide a Lender any of such Loan Documents, information, or financial statements, unless such failure constitutes willful misconduct or gross negligence on Administrative Agent’s part; and provided, further, that Administrative Agent shall not be obligated to provide any Lender with any information in violation of Law or any contractual restrictions on the disclosure thereof (provided such contractual restrictions shall not apply to distributing to a Lender factual and financial information expressly required to be provided herein). Except as set forth above, Administrative Agent shall not have any duty or responsibility to provide any Lender Lenders with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower Borrowers or Guarantor or any of its their respective Affiliates which may come into the possession of Administrative Agent or any Related Party of Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and participant acknowledges that no Administrative Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Lessee/Borrower Party or any Affiliate thereofof its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person to any Lender or participant as to any matter, including whether Administrative Agent-Related Persons have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, and each participant represents to Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerLessee/Borrower Party and its Subsidiaries and Affiliates, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a any Lessee/Borrower Party hereunder. Each Lender and participant also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsOperative Agreements, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerLessee/Borrower Party and its Subsidiaries and Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender or participant with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Lessee/Borrower Party or any of its Subsidiaries or Affiliates which may come into the possession of any Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any confirmation of any Applicant Borrower as a Designated Borrower pursuant to Section 2.14(c) or any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement Agreement, to extend credit to the Company and to extend credit to a Borrower hereunderany Designated Borrower, which credit is supported by the Company Guaranty. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and each L/C Issuer acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent or the Joint Book Runners hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender or each L/C Issuer as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges and each L/C Issuer represents to the Administrative Agent and the Joint Book Runners that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and an investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower the Borrowers hereunder. Each Lender and each L/C Issuer also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrowers and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person. Each Lender and each L/C Issuer represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or L/C Issuer for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or L/C Issuer, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and each L/C Issuer agrees not to assert a claim in contravention of the foregoing. Each Lender and each L/C Issuer represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such L/C Issuer, and either it, or the Person exercising discretion in making its decision to make, acquire and/or hold such commercial loans or to provide such other facilities, is experienced in making, acquiring or holding such commercial loans or providing such other facilities.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no none of Administrative Agent-Related Person Persons has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofand its Subsidiaries, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person to any Lender as to any matter, including whether Administrative Agent-Related Persons have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, represents to Administrative Agent and Borrower that it has, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and its Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower or any of its Subsidiaries. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates Subsidiaries which may come into the possession of any of Administrative Agent-Related PersonPersons.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Agent- Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender Bank acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender Bank as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges Bank represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the 82 business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender Bank also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders Banks by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender Bank with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative any Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Agent- Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to each Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Agent Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and participant acknowledges that no Administrative Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Lessee/Borrower Party or any Affiliate thereofof its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person to any Lender or participant as to any matter, including whether Administrative Agent-Related Persons have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, and each participant represents to Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerany Lessee/Borrower Party and its Subsidiaries and Affiliates, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a any Lessee/Borrower Party hereunder. Each Lender and participant also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsOperative Agreements, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerany Lessee/Borrower Party and its Subsidiaries and Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender or participant with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Lessee/Borrower Party or any of its Subsidiaries or Affiliates which may come into the possession of any Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender Bank acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender 89 Bank as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges Bank represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender Bank also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders Banks by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender Bank with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person Party of Administrative Agent has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person Party of Administrative Agent to any Lender as to any matter, including whether Agent-such Related Persons Party of Administrative Agent have disclosed material information in their possession. Each Lender acknowledges represents to Administrative Agent that it has, independently and without reliance upon any Agent-Related Person Party of Administrative Agent and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and its Affiliates, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunderunder this Agreement. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person Party of Administrative Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any of Borrower or any of its Affiliates which may come into the possession of Administrative Agent or any Agent-of its Related PersonParties.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender Bank acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate Subsidiary thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender Bank as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges Bank represents to Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and its respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender Bank also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders Banks by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender Bank with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates Subsidiaries which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person Party of the Administrative Agent has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of the Borrower or any Borrower Restricted Subsidiary or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person Party of the Administrative Agent to any Lender as to any matter, including whether Agent-Related Persons Parties of the Administrative Agent have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person Party of the Administrative Agent and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each the Borrower, any Guarantor and their respective Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person Party of the Administrative Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Borrower and the other Loan Parties. In this regard, each BorrowerLender acknowledges that Cadwalader, Xxxxxxxxxx & Xxxx LLP is acting in this transaction as counsel to the Administrative Agent. Each other party hereto will consult with its own legal counsel to the extent that it deems necessary in connection with the Loan Documents and the matters contemplated therein. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Related Party of the Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of the Borrower or any Borrower Guarantor or any Affiliate thereof, shall be 92 Xxxxx Energy Partners, L.P. 3rd Amended/Restated Credit Agreement deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each the Borrower, any Guarantor and their respective Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Credit Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Borrower and the other Loan Parties. In this regard, each BorrowerLender acknowledges that Xxxxxxxx & Xxxxxx LLP is acting in this transaction as counsel to the Administrative Agent. Each other party hereto will consult with its own legal counsel to the extent that it deems necessary in connection with the Credit Documents and the matters contemplated therein. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and the applicable L/C Issuer acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender or such L/C Issuer as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges and the applicable L/C Issuer represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of of, and investigation into into, the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Restricted Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower the Borrowers and the other Loan Parties hereunder. Each Lender and the applicable L/C Issuer also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrowers and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders or the applicable L/C Issuer by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender or such L/C Issuer with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. (a) Each Lender acknowledges that no none of Agent-Related Person Persons has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofand Guarantor, shall be deemed to constitute any representation or warranty by any Agent-Agent- Related Person to any Lender Lenders as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges Lender, represents to Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and Guarantor, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of Borrower and Guarantor. (b) Administrative Agent upon its receipt shall provide each Borrower. Except for Lender such notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein. To the extent not already available to a Lender, Administrative Agent shall also provide the Lender and/or make available for the Lender's inspection during reasonable business hours and at the Lender's expense, upon the Lender's written request therefor: (i) copies of the Loan Documents; (ii) such information as is then in Administrative Agent's possession in respect of the current status of principal and interest payments and accruals in respect of the Loan; (iii) copies of all current financial statements in respect of Borrower, or Guarantor or other person liable for payment or performance by Borrower of any obligations under the Loan Documents, then in Administrative Agent's possession with respect to the Loan; and (iv) other current factual information then in Administrative Agent's possession with respect to the Loan and bearing on the continuing creditworthiness of Borrower, Guarantor, or any of their respective Affiliates; provided that nothing contained in this section shall impose any liability upon Administrative Agent for its failure to provide a Lender any of such Loan Documents, information, or financial statements, unless such failure constitutes willful misconduct or gross negligence on Administrative Agent's part; and provided, further, that Administrative Agent shall not be obligated to provide any Lender with any information in violation of law or any contractual restrictions on the disclosure thereof (provided such contractual restrictions shall not apply to distributing to a Lender factual and financial information expressly required to be provided herein). Except as set forth above, Administrative Agent shall not have any duty or responsibility to provide any Lender Lenders with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower Borrower, Guarantor or any of its their respective Affiliates which may come into the possession of any of Agent-Related PersonPersons.

Credit Decision; Disclosure of Information by Administrative Agent. (a) Each Lender acknowledges that no Agent-neither Administrative Agent nor any Related Person Party of Administrative Agent has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofand Guarantor, shall be deemed to constitute any representation or warranty by Administrative Agent or any Agent-Related Person Party of Administrative Agent to any Lender Lenders as to any matter, including whether Agent-Administrative Agent or any Related Persons Party of Administrative Agent have disclosed material information in their possession. Each Lender acknowledges represents to Administrative Agent that it has, independently and without reliance upon Administrative Agent or any Agent-Related Person Party of Administrative Agent and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and Guarantor, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower Borrowers and Guarantor hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon Administrative Agent or any Agent-Related Person Party of Administrative Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of any Borrower and Guarantor. (b) Administrative Agent promptly after its receipt shall provide each Borrower. Except for Lender such notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein. To the extent not already available to a Lender, Administrative Agent shall also provide each Lender and/or make available for such Lender’s inspection during reasonable business hours and at such Lender’s expense, promptly after such Lender’s written request therefor: (i) copies of the Loan Documents; (ii) such information as is then in Administrative Agent’s possession in respect of the current status of principal and interest payments and accruals in respect of the Loan; (iii) copies of all current financial statements in respect of any Borrower, Guarantor or other Person liable for payment or performance by Borrowers of any obligations under the Loan Documents, then in Administrative Agent’s possession with respect to the Loan; and (iv) other current factual information then in Administrative Agent’s possession with respect to the Loan and bearing on the continuing creditworthiness of Borrowers or Guarantor, or any of their respective Affiliates; provided that nothing contained in this Section shall impose any liability upon Administrative Agent for its failure to provide a Lender any of such Loan Documents, information, or financial statements, unless such failure constitutes willful misconduct or gross negligence on Administrative Agent’s part; and provided, further, that Administrative Agent shall not be obligated to provide any Lender with any information in violation of Law or any contractual restrictions on the disclosure thereof (provided such contractual restrictions shall not apply to distributing to a Lender factual and financial information expressly required to be provided herein). Except as set forth above, Administrative Agent shall not have any duty or responsibility to provide any Lender Lenders with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower Borrowers or Guarantor or any of its their respective Affiliates which may come into the possession of Administrative Agent or any Related Party of Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no none of the Agent-Related Person Persons has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofthe Company and its Subsidiaries, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Company and its Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower the Company hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsAgreement, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Administrative Agent hereinAgent, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates the Company which may come into the possession of any of the Agent-Related PersonPersons.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person none of Agent‑Related Persons has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofBorrower, shall be deemed to constitute any representation or warranty by any Agent-Related Person to Lenders or any Lender of them as to any matter, including whether Agent-Related Agent‑Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender expressly acknowledges and agrees that no Agent-Related Person neither Administrative Agent nor any of its officers, directors, employees, agents, counsel, attorneys in fact or other affiliates has made any representation representations or warranty warranties to it, such Lender and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of Borrowers, any Borrower other Obligor or any other Consolidated Affiliate thereofor Affiliate, shall be deemed to constitute any such representation or warranty by any Agent-Related Person Administrative Agent to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possessionLender. Each Lender acknowledges that it has, independently and without reliance upon Administrative Agent, any other Lender or counsel to Administrative Agent-Related Person , or any of their respective officers, directors, employees, agents or counsel, and based on the financial statements of Borrowers, the other Loan Parties, the other Subsidiaries and other Affiliates, and inquiries of such Persons, its independent due diligence of the business and affairs of Borrowers, the other Loan Parties, the other Subsidiaries and other Persons, its review of the Loan Documents, the legal opinions required to be delivered to it hereunder, the advice of its own counsel and such other documents and information as it has deemed appropriate, made its own appraisal of credit and investigation into the business, prospects, operations, property, financial legal analysis and other condition and creditworthiness of each Borrower, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunderthe transactions contemplated hereby. Each Lender also acknowledges that it will, independently and without reliance upon Administrative Agent, any Agent-Related Person other Lender or counsel to Administrative Agent or any of their respective officers, directors, employees and agents, and based on such review, advice, documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and . Administrative Agent shall not be required to make such investigations as it deems necessary to inform keep itself informed as to the businessperformance or observance by Borrowers or any other Obligor of the Loan Documents or any other document referred to or provided for therein or to inspect the properties or books of, prospectsor make any other investigation of, operationsBorrowers, property, financial and any other condition and creditworthiness of each BorrowerObligor or any other Consolidated Affiliate. Except for notices, reports and other documents and information expressly required to be furnished to the Lenders by the Administrative Agent hereinunder this Agreement or any of the other Loan Documents, the Administrative Agent shall not have any no duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of Borrowers, any Borrower other Obligor or any other Affiliate thereof which may come into possession of Administrative Agent or any of its Affiliates which may come into officers, directors, employees, agents, attorneys in fact or other Affiliates. Each Lender acknowledges that Administrative Agent’s legal counsel in connection with the possession of any Agent-Related Persontransactions contemplated by this Agreement is only acting as counsel to Administrative Agent and is not acting as counsel to such Lender.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Restricted Company or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Restricted Companies, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsPapers, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Restricted Companies or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no none of Administrative Agent-Related Person Persons or Co-Lead Arrangers has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofand its Subsidiaries, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person or any Co-Lead Arranger to any Lender as to any matter, including without limitation, whether Administrative Agent-Related Persons or Co-Lead Arrangers, as the case may be, have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, represents to Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person or any Co-Lead Arranger and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and 108 115 other condition and creditworthiness of each BorrowerBorrower and its Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person or any Co-Lead Arranger and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness credit worthiness of each Borrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates Subsidiaries which may come into the possession of any of Administrative Agent-Related PersonPersons or Co-Lead Arranger.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-neither the Administrative Agent nor any of its Related Person Parties has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Administrative Agent or any Agent-of its Related Person Parties to any Lender as to any matter, including whether Agent-the Administrative Agent or any of its Related Persons have Parties has disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon the Administrative Agent or any Agent-of its Related Person Parties and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower and the other Loan Parties hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon the Administrative Agent or any Agent-of its Related Person Parties and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of the Administrative Agent or any Agent-of its Related PersonParties.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and the applicable L/C Issuer acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender or such L/C Issuer as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges and the applicable L/C issuer represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower the Borrowers and the other Loan Parties hereunder. Each Lender and the applicable L/C Issuer also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrowers and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders or the applicable L/C Issuer by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender or such L/C Issuer with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender expressly acknowledges that no Agent-Related Person Agent has made any representation representations or warranty warranties to it, it and that no act by the Administrative any Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Credit Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person Agent to any Lender as to any matter, including whether Agent-Related Persons have any Agent has disclosed material information in their its possession. Each Lender acknowledges to the Agents that it has, independently and without reliance upon any Agent-Related Person Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospectsassets, operations, property, financial and other condition condition, prospects and creditworthiness of each Borrowerthe Credit Parties, and all applicable bank or other regulatory Laws relating requirements of Law pertaining to the transactions contemplated herebyTransaction, and made its own decision to make its Loans hereunder and enter into this Agreement and to extend credit to a Borrower hereunderAgreement. Each Lender also acknowledges that it will, independently and without reliance upon any Agent-Related Person Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Finance Documents, and to make such investigations investigation as it deems necessary to inform itself as to the business, prospectsassets, operations, property, financial and other condition conditions, prospects and creditworthiness of each Borrowerthe Borrower and the other Credit Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent hereinhereunder, the Administrative Agent Agents shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospectsoperations, operationsassets, property, financial and or other condition conditions, prospects or creditworthiness of any Borrower Credit Party or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender Bank acknowledges that no Agent-Related Person Indemnified Entity of the Administrative Agent has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of Borrower or any Borrower other Credit Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person Indemnified Entity of the Administrative Agent to any Lender Bank as to any matter, including whether Agent-Related Persons Indemnified Entities of the Administrative Agent have disclosed material information in their possession. Each Lender acknowledges Bank represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person Indemnified Entity of the Administrative Agent and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of Borrower and each Borrowerother Credit Party, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender Bank also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person Indemnified Entity of the Administrative Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsPapers, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of Borrower and the other Credit Parties. In this regard, each BorrowerBank acknowledges that Vxxxxx & Exxxxx L.L.P. is acting in this transaction as counsel to the Administrative Agent. Each other party hereto will consult with its own legal counsel to the extent that it deems necessary in connection with the Loan Papers and the matters contemplated therein. Except for notices, reports and other documents expressly required to be furnished to the Lenders Banks by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender Bank with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Credit Parties or any of its their respective Affiliates which may come into the possession of any Indemnified Entity of the Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender of the Lenders and the LC Issuer acknowledges that no Agent-Related Agent‑Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or Alon USA or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Agent‑Related Person to any Lender or the LC Issuer as to any matter, including whether Agent-Related Agent‑Related Persons have disclosed material information in their possession. Each Lender acknowledges of the Lenders and the LC Issuer represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Agent‑Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and Alon USA and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunderthe Borrowers. Each Lender of the Lenders and the LC Issuer also acknowledges represents that it will, independently and without reliance upon any Agent-Related Agent‑Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrowers and the other Loan Parties and Alon USA. Except for notices, reports and other documents expressly required to be furnished to the Lenders or the LC Issuer by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender or the LC Issuer with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or Alon USA or any of its their respective Affiliates which may come into the possession of any Agent-Related Agent‑Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, 81 Toyota – Three Year Credit operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no none of the Administrative Agent-Related Person Persons has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofand its Subsidiaries, shall be deemed to CREDIT AGREEMENT (NEWMARK HOMES, L.P.) Page 66 72 constitute any representation or warranty by any Administrative Agent-Related Person to any Lender as to any matter, including whether Administrative Agent-Related Persons have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, represents to Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and its Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates Subsidiaries which may come into the possession of any of the Administrative Agent-Related PersonPersons.

Credit Decision; Disclosure of Information by Administrative Agent. (a) Each Lender acknowledges that no none of Agent-Related Person Persons has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender Lenders as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and an investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of Borrower. (b) Administrative Agent upon its receipt shall provide each Borrower. Except for Lender such notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein. To the extent not already available to a Lender, Administrative Agent shall also provide the Lender and/or make available for the Lender’s inspection during reasonable business hours and at the Lender’s expense, upon the Lender’s written request therefor: (i) copies of the Loan Documents; (ii) such information as is then in Administrative Agent’s possession in respect of the current status of principal and interest payments and accruals in respect of the Loan; (iii) copies of all current financial statements in respect of Borrower or other person liable for payment or performance by Borrower of any obligations under the Loan Documents, then in Administrative Agent’s possession with respect to the Loans; and (iv) other current factual information then in Administrative Agent’s possession with respect to the Loans and bearing on the continuing creditworthiness of Borrower, or any of their respective Affiliates; provided that nothing contained in this Section shall impose any liability upon Administrative Agent for its failure to provide a Lender any of such Loan Documents, information, or financial statements, unless such failure constitutes willful misconduct or gross negligence on Administrative Agent’s part; and provided further that Administrative Agent shall not be obligated to provide any Lender with any information in violation of Law or any contractual restrictions on the disclosure thereof (provided such contractual restrictions shall not apply to distributing to a Lender factual and financial information expressly required to be provided herein). Except as set forth above, Administrative Agent shall not have any duty or responsibility to provide any Lender Lenders with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates which may come into the possession of any of Agent-Related PersonPersons.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Administrative Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any the Borrower or any Affiliate thereofof its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person to any Lender as to any matter, including whether any Administrative Agent-Related Persons have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, represents to the Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and its Subsidiaries and Affiliates, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Credit Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and its Subsidiaries and Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any the Borrower or any of its Subsidiaries or Affiliates which may come into the possession of any Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Administrative Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofof its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person to any Lender as to any matter, including whether Administrative Agent-Related Persons have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, represents to Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and its Subsidiaries and Affiliates, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and its Subsidiaries and Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Subsidiaries or Affiliates which may come into the possession of any Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether any Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerany person and its respective subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower and any other Person hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Credit Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates other Person which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender Bank acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any the Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender Bank as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges Bank represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and its Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender Bank also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Credit Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders Banks by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender Bank with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any of the Borrower or any of its Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person the Administrative Agent has not made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person the Administrative Agent to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person the Administrative Agent and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower and the other Loan Parties hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person the Administrative Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any the Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no none of Administrative Agent-Related Person Persons or Sole Lead Arranger has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofBorrowers and their Subsidiaries, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person or the Sole Lead Arranger to any Lender as to any matter, including without limitation, whether Administrative Agent-Related Persons or the Sole Lead Arranger, as the case may be, have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, represents to Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person or the Sole Lead Arranger and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrowers and their Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower Borrowers hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person or the Sole Lead Arranger and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Administrative Agent herein, the 84 Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower Borrowers or any of its Affiliates their Subsidiaries which may come into the possession of any of Administrative Agent-Related PersonPersons or the Sole Lead Arranger.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no none of Administrative Agent-Related Person Persons or the Lead Arranger has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereofBorrowers and their Subsidiaries, shall be deemed to constitute any representation or warranty by any Administrative Agent-Related Person or the Lead Arranger to any Lender as to any matter, including without limitation, whether Administrative Agent-Related Persons or the Lead Arranger, as the case may be, have disclosed material information in their possession. Each Lender, including any Lender acknowledges by assignment, represents to Administrative Agent that it has, independently and without reliance upon any Administrative Agent-Related Person or the Lead Arranger and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrowers and their Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower Borrowers hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Administrative Agent-Related Person or the Lead Arranger and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower Borrowers or any of its Affiliates their Subsidiaries which may come into the possession of any of Administrative Agent-Related PersonPersons or the Lead Arranger.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether any Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerany person and its respective subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower and any other Person hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue 108 to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Credit Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower or any of its Affiliates other Person which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any confirmation of any Applicant Borrower as a Designated Borrower pursuant to Section 2.13(c) or any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement Agreement, to extend credit to the Company and to extend credit to a Borrower hereunderany Designated Borrower, which credit is supported by the Company Guaranty. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and each L/C Issuer acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent or the Joint Book Runners hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender or each L/C Issuer as to any matter, including whether Agent-Agent- Related Persons have disclosed material information in their possession. Each Lender acknowledges and each L/C Issuer represents to the Administrative Agent and the Joint Book Runners that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and an investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower the Borrowers hereunder. Each Lender and each L/C Issuer also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrowers and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person. Each Lender and each L/C Issuer represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or L/C Issuer for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or L/C Issuer, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and each L/C Issuer agrees not to assert a claim in contravention of the foregoing. Each Lender and each L/C Issuer represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such L/C Issuer, and either it, or the Person exercising discretion in making its decision to make, acquire and/or hold such commercial loans or to provide such other facilities, is experienced in making, acquiring or holding such commercial loans or providing such other facilities.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-neither the Administrative Agent nor any Related Person Party of the Administrative Agent has made any representation or warranty to it, and that no act by the Administrative Agent hereafter or any Related Party thereof hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of the Parent or any Borrower Restricted Subsidiary or any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Administrative Agent or any Agent-Related Person Party thereof to any Lender as to any matter, including whether Agent-the Administrative Agent or the Related Persons Parties thereof have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon the Administrative Agent or any Agent-Related Person Party thereof and based on such documents and information as it has deemed appropriate, made its own appraisal of of, and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each the Borrower, any Guarantor and their respective Subsidiaries, and all applicable bank or other regulatory Laws laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon the Administrative Agent or any Agent-Related Person Party thereof and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Borrower and the other Loan Parties. In this regard, each BorrowerLender acknowledges that White & Case LLP is acting in this transaction as counsel to the Administrative Agent and Xxxxxx & Xxxxxx LLP is acting in this transaction as special oil and gas counsel to the Administrative Agent. Each other party hereto will consult with its own legal counsel to the extent that it deems necessary in connection with the Loan Documents and the matters contemplated therein. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of the Administrative Agent or any Related Party of the Administrative Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender and the applicable L/C Issuer acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender or such L/C Issuer as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges and the applicable L/C issuer represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Restricted Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower the Borrowers and the other Loan Parties hereunder. Each Lender and the applicable L/C Issuer also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrowers and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders or the applicable L/C Issuer by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender or such L/C Issuer with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own W02-WEST:LAR\400019853.8 appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a Borrower, Co-Borrower and the other Parties hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each BorrowerBorrower and the other Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Parties or any of its their respective Affiliates which may come into the possession of any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no neither the Syndication Agent nor any Agent-Related Person has made any representation or warranty to it, and that no act by the Syndication Agent or the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Syndication Agent or any Agent-Related Person to any Lender as to any matter, including whether the Syndication Agent or any Agent-Related Persons have disclosed material information in their possession. Each Lender acknowledges represents to the Syndication Agent and the Administrative Agent that it has, independently and without reliance upon the Syndication Agent or any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to a the Borrower hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon the Syndication Agent or any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrower and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Syndication Agent and the Administrative Agent herein, the Syndication Agent and the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Loan Parties or any of its their respective Affiliates which may come into the possession of the Syndication Agent or any Agent-Related Person.

Credit Decision; Disclosure of Information by Administrative Agent. Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Borrower Credit Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possessionpossession (in each case, except to the extent the Administrative Agent has confirmed to any Lender in writing the satisfaction of conditions to funding as of the Closing Date). Each Lender acknowledges represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Credit Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Credit Agreement and to extend credit to a Borrower the Borrowers and the other Credit Parties hereunder. Each Lender also acknowledges represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Credit Agreement and the other Loan Credit Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of each Borrowerthe Borrowers and the other Credit Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Borrower of the Credit Parties or any of its their respective Affiliates which that may come into the possession of any Agent-Related Person.